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Vision Lithium Inc. — Capital/Financing Update 2020
Jan 10, 2020
43249_rns_2020-01-09_4c90e7d7-f89d-424f-97ac-515d951266b2.pdf
Capital/Financing Update
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VISION LITHIUM INC. MATERIAL CHANGE REPORT FORM 51-102F3
Item 1. Name and Address
Vision Lithium Inc. (the “ Corporation ”) 1019 boulevard des Pins, 2[nd] Floor Val-d’Or, Quebec J9P 4T2
Item 2. Date of Material Change
December 30, 2019 and December 31, 2019
Item 3. News Release
The attached news release describes the material change and was disseminated on December 31, 2019.
Item 4. Summary of Material Change
The Corporation completed a non-brokered private placement of 10,060,000 common shares of the Corporation qualifying as “flow-through shares” within the meaning of subsection 66(15) of the Income Tax Act (Canada) and section 359.1 of the Taxation Act (Québec)) (the “ Flow-Through Shares ”) at a price of $0.05 per Flow-Through Share for aggregate gross proceeds of $503,000 (the “ Offering ”) in separate tranches on December 30, 2019 and December 31, 2019.
Item 5. Full Description of Material Change
The Corporation completed a non-brokered private placement of 10,060,000 Flow-Through Shares at a price of $0.05 per Flow-Through Share for aggregate gross proceeds of $503,000 in separate tranches on December 30, 2019 and December 31, 2019.
In connection with the Offering, finders’ fees totaling $30,380 were paid to third parties dealing at arm’s length with the Corporation.
The gross proceeds from the Offering will be used by the Corporation to incur eligible “Canadian exploration expenses” that will qualify as “flow-through mining expenditures” as such terms are defined in the Income Tax Act (Canada) (the “ Qualifying Expenditures ”) related to the Corporation’s projects in Québec. All Qualifying Expenditures will be renounced in favour of the subscribers of the Flow-Through Shares effective December 31, 2019.
The securities issued under the Offering are subject to a hold period which will expire four months and one day from the date of issuance. The Offering is subject to final acceptance of the TSX Venture Exchange.
Item 6. Reliance on subsection 7.1 (2) of National Instrument 51-102
Not applicable.
Item 7. Omitted Information
No information has been omitted in respect of this material change.
Item 8. Executive Officer
Inquiries in respect of this material change report may be made to:
Vision Lithium Inc. Yves Rougerie President and Chief Executive Officer Tel: 819-874-6200 Email: [email protected]
Item 9. Date of Report
January 9, 2020.
SCHEDULE A
VISION LITHIUM ANNOUNCES CLOSING OF FLOW-THROUGH SHARE OFFERING FOR GROSS PROCEEDS OF $503,000
Val-d’Or, Quebec, December 31, 2019 – Vision Lithium Inc. (TSXV: VLI) (OTC PINK: ABEPF) (the “ Corporation ” or “ Vision Lithium ”) is pleased to announce that it has closed a private placement of 10,060,000 common shares of the Corporation that will qualify as “flow-through shares” (within the meaning of subsection 66(15) of the Income Tax Act (Canada) and section 359.1 of the Taxation Act (Québec)) (the “ Flow-Through Shares ”) at a price of $0.05 per Flow-Through Share for aggregate gross proceeds of $503,000 (the “ Offering ”).
In connection with the Offering, finders’ fees totaling $30,380 were paid to third parties dealing at arm’s length with the Corporation.
The gross proceeds from the Offering will be used by the Corporation to incur eligible “Canadian exploration expenses” that will qualify as “flow-through mining expenditures” as such terms are defined in the Income Tax Act (Canada) (the “ Qualifying Expenditures ”) related to the Corporation’s projects in Québec. All Qualifying Expenditures will be renounced in favour of the subscribers of the Flow-Through Shares effective December 31, 2019.
All securities issued under the Offering are subject to a hold period which will expire four months and one day from the date of issuance. The Offering is subject to final acceptance of the TSX Venture Exchange.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
About Vision Lithium Inc.
Vision Lithium Inc. is a junior exploration Corporation focused on exploring and developing high quality battery mineral assets including lithium and copper in safe jurisdictions, primarily in Canada. The Corporation is led by skilled and qualified mineral exploration experts and business professionals with a deep understanding of the lithium battery materials market, which is driven by lithium ion batteries. Vision Lithium is committed to discovering new world class assets and bringing these assets to production, starting with its flagship projects the Sirmac lithium property and the Dôme Lemieux copper property, both located in Quebec, Canada. Nemaska Lithium Inc. is the largest shareholder of Vision Lithium.
For further information on the Corporation, please visit our website at www.visionlithium.com or contact us at [email protected].
NEITHER THE TSXV NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSXV) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release contains “forward-looking information” within the meaning of applicable Canadian securities
legislation based on expectations, estimates and projections as at the date of this news release. Forwardlooking information involves risks, uncertainties and other factors that could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward-looking information in this news release includes, but is not limited to, the use of proceeds of the Offering; the timing and ability of the Corporation, if at all, to obtain final approval of the Offering from the TSX Venture Exchange; the tax treatment of the Flow-Through Shares; the timing of the tax renunciation to the subscribers, objectives, goals or future plans; statements regarding exploration results and exploration plans. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, capital and operating costs varying significantly from estimates; the preliminary nature of metallurgical test results; delays in obtaining or failures to obtain required governmental, environmental or other project approvals; uncertainties relating to the availability and costs of financing needed in the future; changes in equity markets; inflation; fluctuations in commodity prices; delays in the development of projects; the other risks involved in the mineral exploration and development industry; and those risks set out in the Corporation's public documents filed on SEDAR at www.sedar.com. Although the Corporation believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Corporation disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
For additional information regarding the Offering, please contact:
Victor Cantore Yves Rougerie Executive Chairman President and Chief Executive Officer Tel: 514-831-3809 Tel: 819-874-6200 Email: [email protected] Email: [email protected]