18:16:46 EDT Tue 02 Sep 2025
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Lithium Ion Energy Ltd
Symbol ION
Shares Issued 60,716,034
Close 2024-10-31 C$ 0.065
Market Cap C$ 3,946,542
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Lithium Ion signs LOI for UnitedRE merger

2024-10-31 16:23 ET - News Release

Mr. Ali Haji reports

LITHIUM ION ENERGY SIGNS LOI WITH UNITED RARE EARTHS, FOR A BUSINESS COMBINATION

Lithium Ion Energy Ltd. has entered into an LOI (letter of intent) agreement to progress a business combination with United Rare Earths Ltd. (UnitedRE), a United States-based rare-earths recycling and refining company. UnitedRE secured a strategic location to develop and has significantly advanced discussions with a federal agency for grant opportunities which includes non-recourse, non-dilutive funding. UnitedRE has support at the highest levels of the government and an instrumental MOU (memorandum of understanding) with a national laboratory that will advance rare-earth recycling and refining technologies in the U.S.

Highlights:

  • Cutting edge technology with a clear path to creating a low-carbon, domestic supply of rare earths to the United States, leveraging non-recourse funding;
  • Rare-earth elements required for military applications and essential in the production of motors needed for the energy transition related to electrification -- a complementary strategic transaction;
  • Lithium continues to play an irreplaceable role in the energy transition and Ion's assets will be at the ready to fill this requirement;
  • Strong combined management teams with deep relationships across government, technology, capital markets and mining.

"I am delighted to announce this major development with respect to becoming an integral player in the critical metals space. We believe completion of the proposed business combination will catapult Ion Energy into a diversified battery and critical metals player on the global market. We believe strongly in our lithium assets and the sheer scale and potential UnitedRE brings is compelling to achieve the vital objective of a cleaner, secure, traceable future for humanity," said Ali Haji, chief executive officer and director of Lithium Ion Energy.

Jeffrey Willis, chairman of UnitedRE, commented: "We are excited to announce this strategic step forward with Ion Energy, marking a pivotal moment for both organizations. By aligning our resources and expertise with Ion Energy, we are creating a foundation for accelerated growth and innovation. This partnership enhances our capability to deliver on our shared mission to establish a sustainable, resilient supply chain to power renewable technologies and the electrification movement. Our collective efforts, grounded in a shared vision, will empower us to meet the growing demand for rare earth materials, securing the supply chain for America's future."

Convertible debentures

To support this new development for the company, Ion Energy is also pleased to announce a non-brokered private placement offering of convertible debentures of the company at a price of $1,000 (U.S.) per debenture for aggregate gross proceeds of $2-million (U.S.). The debentures will mature 24 months from the date of issue (the maturity date), carry an interest rate of 8 per cent per year and will be convertible to common shares at a conversion price of 10 cents per share. In the event the 10-day volume-weighted average price of the common shares of the company exceeds 15 cents or more on the Toronto Stock Exchange, the company will have the right to accelerate the conversion of the shares.

Proceeds of the offering will be used to complete the business combination with UnitedRE and develop its rare-earth recycling and refining technology, for the continued advancement and exploration of the company's lithium assets, as well as working capital.

Ion Energy expects the proposed business combination will constitute an "expedited acquisition" under the policies of the TSX Venture Exchange. Completion of each of the proposed business combination and the offering remains subject to the approval of the TSX-V.

About Lithium Ion Energy Ltd.

Lithium Ion Energy is committed to exploring and developing high-quality lithium resources in strategic jurisdictions. Lithium Ion Energy's flagship, 65,000-plus-hectare Baavhai Uul lithium brine project represents the largest and first lithium brine exploration licence award in Mongolia. Lithium Ion Energy also holds the 29,000-plus-hectare Urgakh Naran highly prospective lithium brine licence in Dorngovi province in Mongolia. With the acquisition of the Bliss Lake and Little Nahani projects in the Northwest Territories, Canada, Lithium Ion Energy has enhanced its lithium asset and jurisdiction profile. Lithium Ion Energy is well poised to be a key player in the clean energy revolution, positioned well to service the world's increased demand for lithium.

About United Rare Earths Ltd.

United Rare Earths, a U.S.-owned company, is dedicated to a domestic approach to the acquisition, refining, and distribution of magnet and rare-earth minerals. UnitedRE is developing a domestic rare earths hub in northeast Tennessee. Operations will include a magnet recycling facility, a separation facility for newly mined materials and a technology centre of excellence. The mission is to create a secure, reliable and traceable supply of rare-earth minerals to support new and existing domestic based technologies.

In addition to an MOU with a national laboratory to assist with development, design planning and R&D (research and development) optimization work, UnitedRE has also obtained a team of world-class advisors such as EY (Ernst & Young): research and strategy, King & Spaulding LLP: legal counsel, and Brownstein Hyatt Farber Schreck: government policy.

We seek Safe Harbor.

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