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Vision Lithium Inc. — Capital/Financing Update 2021
May 1, 2021
43249_rns_2021-04-30_1b9ec5bd-3aff-4260-92de-a056d067ff34.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
April 20, 2021.
Item 3. News Release
The attached news release describes the material change and was disseminated on April 21, 2021.
Item 4. Summary of Material Change
The Corporation completed a non-brokered private placement for aggregate gross proceeds of $3,622,949.78 (the “ Offering ”). The Offering consisted of: (i) 15,097,499 flow-though units of the Corporation (the “ FT Units ”) at a price of $0.22 per FT Unit; and (ii) 1,675,000 non-flow-through units of the Corporation (the “ Units ”) at a price of $0.18 per Unit. Each FT Unit consisted of one common share of the Corporation issued as a “flow-through share,” within the meaning of subsection 66(15) of the Income Tax Act (Canada) (a “ Flow-Through Share ”), and one-half of one common share purchase warrant (each whole common share purchase warrant, a “ Warrant ”), with each Warrant entitling the holder thereof to purchase one common share of the Corporation at price of $0.30 per share for a period of 2 years following the date of issuance. Each Unit consisted of one common share of the Corporation and one-half of one Warrant, with each whole Warrant entitling the holder thereof to purchase one common share of the Corporation at price of $0.25 per share for a period of 2 years following the date of issuance.
Item 5. Full Description of Material Change
The Corporation completed the Offering consisting of 15,097,499 FT Units at a price of $0.22 per FT Unit and 1,675,000 Units at a price of $0.18 per Unit for aggregate gross proceeds of $3,622,949.78.
Each FT Unit consisted of one Flow-Through Share and one-half of one Warrant, with each Warrant entitling the holder thereof to purchase one common share of the Corporation at price of $0.30 per share for a period of 2 years following the date of issuance. Each Unit consisted of one common share of the Corporation
and one-half of one Warrant, with each whole Warrant entitling the holder thereof to purchase one common share of the Corporation at price of $0.25 per share for a period of 2 years following the date of issuance.
In connection with the Offering, the Corporation paid certain eligible third parties dealing at arm’s length with the Corporation (the “ Finders ”): (i) cash commissions totaling $ $260,690.39, representing 8% of the proceeds raised from subscribers introduced to the Corporation by such Finders; and (ii) an aggregate of 1,186,774 non-transferable broker warrants (the “ Broker Warrants ”), representing 8% of the number of FT Units and Units sold to such subscribers, each exercisable to acquire one common share of the Corporation for 2 years from the date of issuance at the same exercise price of the Warrants comprising the FT Units and Units in respect of which the Broker Warrants were issued.
The Corporation intends to use the net proceeds of the Offering for exploration of certain of its properties and for general corporate and working capital purposes.
The securities issued under the Offering were distributed in reliance on the prospectus exemptions under Sections 2.3 (Accredited investor) and 2.10 (Minimum amount investment) of National Instrument 45-106 Prospectus Exemptions and the corresponding regulation bearing the same number in Quebec.
The Corporation’s board of directors considered and unanimously approved the Offering.
All securities issued under the Offering are subject to a hold period of four months and one day from their date of issuance, expiring on August 21, 2021 under applicable Canadian securities laws and the policies of the TSX Venture Exchange (the “ Exchange ”). The Offering remains subject to the final approval of the 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:
Yves Rougerie, President and Chief Executive Officer Tel: 819-316-0474 Email: [email protected]
Item 9. Date of Report
April 30, 2021
SCHEDULE A
NEWS RELEASE
VISION LITHIUM COMPLETES PRIVATE PLACEMENT FOR GROSS PROCEEDS OF $3.6-MILLION
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Val-d’Or, Quebec, April 21, 2021 – Vision Lithium Inc. (TSXV: VLI) (OTCQB: ABEPF) (FSE: 1AJ2) (the “ Company ” or “ Vision Lithium ”) is pleased to announce the completion of a non-brokered private placement for aggregate gross proceeds of $3,622,949.78 (the “ Offering ”). The Offering consisted of: (i) 15,097,499 flow-though units of the Company (the “ FT Units ”) at a price of $0.22 per FT Unit; and (ii) 1,675,000 non-flow-through units of the Company (the “ Units ”) at a price of $0.18 per Unit. Each FT Unit consists of one common share of the Company issued as a “flow-through share,” within the meaning of subsection 66(15) of the Income Tax Act (Canada) (a “ Flow-Through Share ”), and one-half of one common share purchase warrant (each whole common share purchase warrant, a “ Warrant ”), with each Warrant entitling the holder thereof to purchase one common share of the Company at price of $0.30 per share for a period of 2 years following the date of issuance. Each Unit consists of one common share of the Company and one-half of one Warrant, with each whole Warrant entitling the holder thereof to purchase one common share of the Company at price of $0.25 per share for a period of 2 years following the date of issuance.
Victor Cantore, Chairman of the Board, commented, “With the closing of this transaction we are well financed to explore our lithium and copper assets in Canada. Both commodities are strategic metals in the global electrification of transportation. Our assets are all located within safe, mining-friendly jurisdictions and we intend to release an updated exploration plan in the coming days.”
In connection with the Offering, the Company paid certain eligible third parties dealing at arm’s length with the Company (the “ Finders ”): (i) cash commissions totalling $233,554.37, representing 8% of the proceeds raised from subscribers introduced to the Company by such Finders; and (ii) an aggregate of 1,063,429 non-transferable broker warrants (the “ Broker Warrants ”), representing 8% of the number of FT Units and Units sold to such subscribers, each exercisable to acquire one common share of the Company for 2 years from the date of issuance at the same exercise price of the Warrants comprising the FT Units and Units in respect of which the Broker Warrants were issued.
The Company intends to use the net proceeds of the Offering for exploration of certain of its properties and for general corporate and working capital purposes.
All securities issued under the Offering are subject to a hold period of four months and one day from their date of issuance. The Offering remains subject to the final acceptance of the TSX Venture Exchange (the “ TSXV ”).
The offered securities 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.
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About Vision Lithium Inc.
Vision Lithium Inc. is a junior exploration company focused on exploring and developing high quality mineral assets including lithium, copper, gold and base metals in safe jurisdictions, primarily in Canada. The Company 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 Godslith lithium property located in Manitoba and the Sirmac lithium property and Dôme Lemieux copper-zinc property, both located in Quebec, as well as its polymetallic properties in New Brunswick.
For further information on the Company, 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; the timing and ability of the Company, if at all, to obtain final acceptance of the Offering from the TSXV; the tax treatment of the Flow-Through Shares; objectives, goals or future plans; and statements regarding 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; delays in obtaining or failures to obtain required governmental, environmental or other project approvals; changes in equity markets; fluctuations in commodity prices; delays in the development of projects; other risks involved in the mineral exploration and development industry; and those risks set out in the Company’s public documents filed on SEDAR at www.sedar.com. Although the Company 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 Company 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: 819-316-0474 Email: [email protected] Email: [email protected]