Mr. Tim Fernback reports
GRID BATTERY METALS ANNOUNCES ITS PLAN TO FINANCE AND LIST ITS SUBSIDIARY ON THE CANADIAN SECURITIES EXCHANGE - CSE
Grid Battery Metals Inc.
has entered into an arrangement agreement with its wholly owned subsidiary, 1427652 B.C. Ltd. (SpinCo). In accordance with the terms of the arrangement agreement, Grid will transfer to SpinCo ownership of its interests in its nickel properties in British Columbia, which consists of five claim blocks in three groups (Nickel West, Nickel Central and Nickel South) in the area surrounding Mount Sidney Williams, in close proximity to the Decar project and the Baptiste deposit of FPX Nickel Corp. (collectively, the transferred assets), in exchange for 9,339,040 common shares of SpinCo. Grid will spin out the consideration shares to Grid shareholders.
It is proposed that the transaction will be carried out by way of statutory plan of arrangement pursuant to the
Business Corporations Act
(British Columbia). Under the terms of the spin-out, shareholders of Grid would exchange their existing common shares of Grid for the same number of new common shares of Grid (having the identical terms of the existing Grid common shares) and spin-out shares of SpinCo. There will be no change in shareholders' holdings in Grid as a result of the spinout. It is anticipated that each Grid shareholder will receive 1/20 of a spin-out share for each Grid common share held as at the record date for the arrangement. Grid will continue to hold its interest in its Nevada-based lithium projects (Texas Springs, Volt Canyon and Clayton Valley lithium projects).
The spin-out transaction requires the approval of the Grid shareholders and approval of the British Columbia Supreme Court in order to proceed. Full details on the spin-out transaction will be contained in the management information circular to be prepared for the Grid shareholder meeting. Grid shareholders are urged to read the management information circular carefully and in its entirety.
The intention is to seek a listing of the SpinCo common shares on the Canadian Securities Exchange, but no assurance can be provided that such a listing will be obtained. Any such listing will be subject to SpinCo fulfilling all of the applicable regulatory and listing requirements.
Tim Fernback, Grid president and chief executive officer, comments: "In order to continue to create additional shareholder value, we are separating our Nevada-based lithium properties from our British Columbia-based nickel properties, and plan on separately financing and taking the B.C. nickel properties public on the CSE. Each Grid shareholder will receive a share dividend and have a proportionate share of this new entity. We believe this is a win for our shareholders, giving each shareholder an equity interest in a new public company at no additional cost to them."
About Grid Battery Metals Inc.
Grid Battery Metals is a Canadian-based exploration company. The company maintains a focus on exploration for high-value battery metals required for the electric-vehicle market.
About the British Columbia nickel projects
The Mount Sidney Williams group consists of three claim blocks with a total area of 10,569 hectares in the area
surrounding Mount Sidney Williams, both adjoining and near the Decar project of FPX Nickel, located 100 kilometres
northwest of Fort St. James, B.C., in the Omineca mining division. Metallic mineralization includes nickel, cobalt and
chromium. At least some of the nickel mineralization occurs as awaruite. The Mitchell Range group area claim consists
of one claim block covering 8,659 hectares with demonstrated metallic mineralization, including nickel, cobalt and
chromium. Nickel-cobalt mineralization has not been well explored, but the presence of awaruite has been documented.
We seek Safe Harbor.
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