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Lithium Ionic Corp. — Board/Management Information 2025
Apr 7, 2025
48021_rns_2025-04-07_21080744-d354-4cce-8ff3-20b7dc61fc3a.pdf
Board/Management Information
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FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
Lithium Ionic Corp.
36 Lombard Street
Floor 4
Toronto, ON M5C 2X3
Item 2 Date of Material Change
April 2, 2025
Item 3 News Release
A news release was issued by Lithium Ionic Corp. ("Lithium Ionic" or the "Company") on April 2, 2025, in respect of the material change and was disseminated through the facilities of GlobeNewswire and filed on SEDAR+.
Item 4 Summary of Material Change
Lithium Ionic has, pursuant to a services agreement signed April 2, 2025 (the "RTEK Agreement"), engaged RTEK International DMCC ("RTEK") as a strategic advisor to fast-track the development of its flagship Bandeira Lithium Project ("Bandeira" or the "Project") in Brazil's prolific Lithium Valley.
Lithium Ionic has appointed Mike Westendorf as Chief Operating Officer (COO), replacing Paulo Misk. Mr. Westendorf has over two decades of operational and technical experience in the mining industry, including leadership roles at Copper Mountain Mining Corp., where he oversaw production, capital projects, and technical performance.
Item 5 Full Description of Material Change
Lithium Ionic has engaged RTEK as a strategic advisor to fast-track the development of its flagship Project in Brazil's prolific Lithium Valley. This long-term partnership integrates world-class lithium expertise into Lithium Ionic's owner's team as the Project transitions from feasibility to construction and operations.
RTEK is led by a globally recognized team of lithium industry veterans, including Brian Talbot, Nicholas Rowley, Noel O'Brien, and Rodrigo Roso, who have delivered results across the full mine lifecycle, from feasibility through to production. As part of the owner's team, RTEK will conduct a detailed review of Lithium Ionic's NI 43-101 Feasibility Study, identifying opportunities to optimize plant and mine design, reduce CAPEX and OPEX, and explore strategies to compress the development timeline, ultimately positioning Bandeira as one of Brazil's next high-impact lithium producers.
Beyond engineering management and construction planning, RTEK will also develop a comprehensive operational strategy. This includes optimizing processes, managing commissioning, and overseeing ramp-up activities to ensure best-in-class production performance.
Pursuant to the RTEK Agreement, RTEK consultants will be integrated with Lithium Ionic's owner's team to drive the advancement of the Bandeira Project. Their mandate includes progressing detailed engineering, optimizing the operational design, and identifying opportunities to reduce CAPEX and OPEX to ensure cost-efficiencies and prepare the Project for construction readiness (the "Services").
Unless terminated pursuant to the terms therein, the RTEK Agreement shall continue until the completion of the Services. As consideration for the Services, (i) Lithium Ionic and RTEK shall agree on an operational
budget which shall be paid in cash; and (ii) if RTEK achieves certain operational milestones (the "Milestones"), including the reduction in Project CAPEX, Project implementation and commissioning of a dense media separation plan for the Project, RTEK shall be entitled to compensation in Lithium Ionic common shares (the "Share Compensation"). The Share Compensation will only be issued following the completion of the applicable Milestone and the price per Lithium Ionic share shall be determined after the Milestone has been completed.
The RTEK Agreement and all Share Compensation is subject to TSX Venture Exchange approval. All LTH common shares issued in connection with the RTEK Agreement will be subject to a statutory hold period of four-months and a day in accordance with applicable Canadian Securities Laws.
Lithium Ionic has appointed Mike Westendorf as Chief Operating Officer (COO), replacing Paulo Misk. Mr. Westendorf has over two decades of operational and technical experience in the mining industry, including leadership roles at Copper Mountain Mining Corp., where he oversaw production, capital projects, and technical performance.
Item 6 Reliance on Subsection 7.1(2) or (3) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Blake Hylands
CEO
Email: [email protected]
Phone: +1 647.316.2500
Item 9 Date of Report
April 7, 2025