22:09:22 EDT Sat 18 May 2024
Enter Symbol
or Name
USA
CA



International Battery Metals Ltd
Symbol IBAT
Shares Issued 202,255,398
Close 2024-02-22 C$ 1.07
Market Cap C$ 216,413,276
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Int'l Battery has $2M (U.S.) commitment from EV Metals

2024-02-22 17:10 ET - News Release

Mr. Garry Flowers reports

INTERNATIONAL BATTERY METALS LTD. ANNOUNCES BINDING TERM SHEETS FOR NON-BROKERED PRIVATE PLACEMENT FINANCING AND APPOINTMENT OF DIRECTOR

International Battery Metals Ltd. has received a binding commitment from EV Metals VI LLC, a private company controlled by Jacob Warnock, to provide an immediate private placement financing of $2-million (U.S.) to be used by the company to finance its current obligations for the deployment of its modular direct lithium extraction plant in the western United States as previously announced on Jan. 11, 2024. The company has appointed Mr. Warnock to the company's board of directors, effective today.

Pursuant to a binding term sheet entered by the company and EV Metals on Feb. 20, 2024, EV Metals has agreed to an initial closing of not less than $2-million (U.S.) for units of the company at a price of $1 (Canadian) per unit.

Each unit will consist of one common share in the capital of the company and one common share purchase warrant. Each warrant shall entitle the holder to acquire one additional common share at an exercise price of $1.25 (Canadian) per warrant share until the date which is two years following the initial closing and any subsequent closing under the terms of the term sheet. The company expects that the initial closing will be completed on Feb. 23, 2024.

The term sheet contemplates a total offering of up to $20-million (U.S.), and concurrent with completion of the initial closing, the company will enter into an investor rights agreement with EV Metals, which contains customary investor rights, including piggyback registration and assuring receipt of aggregate subscription amounts of not less than $4-million (U.S.) under the strategic offering.

In addition, pursuant to the investor rights agreement, International Battery will grant EV Metals the right to designate one nominee for appointment or election to the board of directors of International Battery, continuing for as long as EV Metals and its affiliates maintain beneficial ownership of at least 5 per cent of the issued and outstanding common shares. The initial nominee of EV Metals is Mr. Warnock.

Mr. Warnock is the founder and chief executive officer of Silver Creek Resources LLC, a company specializing in mineral and royalty acquisitions of high-growth oil and gas rights within top-tier U.S. basins. As CEO, he has overseen company operations and acquisitions in the Eagle Ford and Haynesville shale since 2020. A serial entrepreneur, Mr. Warnock currently manages 18 companies and has over 20 years of experience establishing and overseeing numerous upstream oil and gas enterprises, along with multiple joint ventures across several U.S. basins. Mr. Warnock's expertise extends to leasing, curative, permitting, surface operations, facility construction, pipelines, negotiations and strategic exits.

Mr. Warnock formerly served as the managing partner of Delago Resources LLC, a Texas-based upstream oil and gas company primarily focused on the acquisition and development of oil and gas reserves, until 2019, when he was instrumental in the sale of the asset to Marathon Oil for $185-million.

Provided EV Metals exercises its right to purchase additional units on or before March 29, 2024, the same pricing terms shall apply. Any subsequent closing under the strategic offering made after that date will be subject to pricing terms determined at the time a binding investment commitment is made.

This strategic offering is being completed in addition to the marketed private placement offering currently being conducted by Stifel Canada and BMO Capital Markets as previously announced by the company on Jan. 29, 2024.

The strategic offering is subject to approval from the Canadian Securities Exchange. The securities issued under the strategic offering are subject to a statutory hold period of four months from the date of issuance under Canadian securities laws and will be restricted securities under the U.S. Securities Act of 1933.

"IBAT is very pleased that this significant shareholder continues to show their confidence and support for the company by providing the necessary financial support to allow IBAT to meet its immediate contractual commitment associated with deployment and ongoing operation of the DLE plant and allowing for sufficient time to properly market its brokered efforts. We are also pleased to welcome Mr. Warnock to the board and for IBAT to be able to benefit from his considerable experience," commented Libor Michel, the company's co-chief executive officer spearheading the marketed offering.

About International Battery Metals Ltd.

The company's direct lithium extraction technology is based on proprietary lithium extraction housed in patented extraction towers that are enclosed in a modular, shippable platform able to be loaded and brought into production within 10 days of arrival on a customer site. Utilizing the patented technology, the company's focus has been on advanced extraction of lithium chloride from groundwater salt brine deposits and returning the same water to the subsurface aquifer from which it is extracted. The company's unique patented technology ensures faster delivery of lithium chloride while ensuring minimal environmental impact.

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