Mr. Ali Rahman reports

LEXI ANNOUNCES CLOSING OF SECOND TRANCHE AND SIGNING OF AMENDING AGREEMENT

Further to the news releases dated July 18, 2024, and Aug. 28, 2024, Lithium Energi Exploration Inc. has closed the second and final tranche of its non-brokered private placement of units of the company for gross proceeds of $3,362,405.75. Upon closing of the second tranche, an aggregate of 82,248,115 units were issued under the offering for aggregate gross proceeds of $4,112,405.75.

Each unit consists of one common share of the company and one full common share purchase warrant, with each warrant entitling the holder to acquire an additional common share at an exercise price of 5.5 cents for a period of 60 months from the date of issuance. All securities issued in connection with the offering will be subject to a four-month-and-one-day statutory hold period.

The net proceeds of the offering are expected to be used for working capital and general corporate purposes.

Credit agreement amendment

As a condition for closing the second tranche, the company has entered into an amendment, for no additional cash proceeds, to the pre-existing credit facility dated Feb. 1, 2023, as amended on May 19, 2023, with Arena Investors LP, to, among other things, provide Arena the right, subject to shareholder approval, to convert or partially convert any principal and interest amounts relating to the credit facility and remove the ability of Lithium Energi to prepay, in whole or in part, the principal and any interest thereon. Subject to the minimum pricing permitted by the policies of the TSX Venture Exchange, the conversion price under the amendment shall be the market price of the company's common shares determined in accordance with the policies of the TSX-V, provided that such price may not be less than 5.5 cents per common share or such other minimum allowable price pursuant to the policies of the TSX-V.

Multilateral Instrument 61-101 and TSX-V disclosure

The offering and the amendment are considered related-party transactions within the meaning of TSX-V Policy 5.9 and Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is relying upon the exemption from the formal valuation requirements of MI 61-101 pursuant to Section 5.5(b) of MI 61-101 for both the offering and the amendment. The company is relying upon the exemption from minority shareholder approval requirements of MI 61-101 pursuant to Section 5.7(1)(e) for the offering, and will be seeking minority shareholder approval for the amendment at the next annual general and special meeting of the shareholders.

Early warning disclosure

Arena Investors LP, an asset management firm, acquired 67,248,115 common shares and 67,248,115 warrants in the second tranche at a price of five cents per unit for aggregate gross consideration of $3,362,405.75. Arena acquired the common shares and warrants through certain investment funds managed by it, including Arena Origination Co. LLC, Arena Special Opportunities Fund LP, Arena Special Opportunities Partners II LP, Arena Special Opportunities Partners I LP, Arena Special Opportunities Partners (Cayman Master) I LP, Arena Special Opportunities Partners (Cayman Master) II LP, Arena Finance Markets LP and Arena Special Opportunities (Offshore) Master LP.

Immediately prior to the completion of the second tranche, Arena owned, controlled or directed an aggregate of 47,367,217 common shares and 52,068,838 warrants, representing approximately 28.3 per cent of the issued and outstanding common shares on a non-diluted basis, and 45.3 per cent of the issued and outstanding common shares, calculated on a partially diluted basis (assuming the exercise of all warrants under Arena's control or direction). Immediately following closing of the second tranche, Arena, through the funds, exercised control and direction over an aggregate of 114,615,332 common shares and 119,316,953 warrants, representing approximately 48.3 per cent of the issued and outstanding common shares on a non-diluted basis, and approximately 65.6 per cent of the issued and outstanding common shares, calculated on a partially diluted basis (assuming the exercise of all warrants under Arena's control or direction).

This press release and Arena's corresponding early warning report, which is expected to be filed on SEDAR+ in the near term, constitute the required disclosure pursuant to Section 5.2 of National Instrument 62-104 (Take-Over Bids and Issuer Bids). The requirement to file an early warning report was triggered because the acquisition by Arena (through the funds) of the common shares and warrants in the second tranche of the offering resulted in Arena's beneficial ownership of the common shares increasing by greater than 2 per cent as compared with the early warning report last filed by Arena. The securities acquired by Arena in the second tranche of the offering are being acquired by Arena for investment purposes, and it may further purchase, hold, vote, trade, dispose or otherwise deal in the securities of the company, in such manner as it deems advisable to benefit from changes in market prices of the company's securities, publicly disclosed changes in the operations of the company, its business strategy or prospects, or a material transaction of the company. In the future, it may discuss with management and/or the board of directors of the company any of the transactions listed in clauses (a) to (k) of item 5 of Form 62-103F1 of National Instrument 62-103 (the Early Warning System and Related Take-over Bid and Insider Reporting Issues).

The early warning report that will be filed on SEDAR+ in respect of the second tranche of the offering will satisfy the requirement of Section 5.2 of NI 62-104 to have the early warning report filed by an acquiror, in this case by Arena, with the securities regulatory authorities in each of the jurisdictions in which the company is a reporting issuer and which contains the information required by Section 3.1 of NI 62-103, which includes the information required by Form 62-103F1.

A copy of the early warning report filed by Arena in connection with the second tranche will be available under the company's profile on the SEDAR+ website.

About Lithium Energi Exploration Inc.

Lithium Energi is an exploration company focused on the acquisition, exploration and development of lithium brine assets in Argentina. Headquartered in Toronto, Ont., with offices in Catamarca, Argentina, the company has shares listed on the TSX Venture Exchange, the Frankfurt exchange and the U.S. OTC Markets. Lithium Energi's portfolio of prospective lithium brine concessions in the Argentine province of Catamarca (heart of the Lithium Triangle) includes approximately 57,000 hectares and a 20-per-cent interest in Triangle Lithium Argentina SA, which owns an additional 15,000 hectares -- all located in and around the Antofalla salar, one of the largest basins in the region, which is over 130 kilometres long and up to 20 kilometres across, and the Hombre Muerto salar, Argentina's long-producing lithium basin. Lithium Energi is committed to innovation, sustainability and quality, striving to differentiate itself from other players in the industry, to maximize its potential for success.

We seek Safe Harbor.