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Battery X Metals Inc
Symbol BATX
Shares Issued 68,220,153
Close 2024-11-21 C$ 0.065
Market Cap C$ 4,434,310
Recent Sedar Documents

Battery X Metals to settle $111,000 debt with shares

2024-11-21 11:20 ET - News Release

Mr. Massimo Bellini Bressi reports

BATTERY X METALS COMMENCES STRATEGIC INITIATIVES TO STRENGTHEN BALANCE SHEET

Battery X Metals Inc. has commenced several initiatives to strengthen its balance sheet for future growth. This strategy focuses on reducing outstanding liabilities through amended marketing agreements and debt settlements, aligning management's interests with those of shareholders through management participation.

"These initiatives, including the debt settlements and amended marketing agreements, are essential to strengthening our working capital position," said Massimo Bellini Bressi, chief executive officer of Battery X Metals. "This strategy strengthens the company's balance sheet and positions the company for future growth, initiatives we believe will enable us to capitalize on emerging opportunities and deliver value to our shareholders."

The initiatives outlined are expected to reduce the company's accounts payable, accrued liabilities and working capital commitments by up to approximately $261,000.

Battery X Metals' mission is to advance the clean energy transition by pioneering technologies that diagnose and extend electric vehicle battery life, recover battery-grade materials from end-of-life lithium-ion batteries, and acquire and explore battery metal and critical metal exploration assets. As demand for battery metals increases, the company is committed to implementing sustainable practices that reduce environmental impact. With a comprehensive 360-degree approach to lithium-ion battery recycling, lifespan extension and exploration assets, Battery X Metals aims to set the industry standard, contributing to a cleaner, greener future.

Proposed above-market debt settlements with insiders and creditors

The company announces its intention to strengthen its balance sheet through proposed above-market debt settlements with certain insiders and creditors of the company. The total aggregate value of the proposed debt settlements is up to $111,000 comprising the following:

  • Up to $37,500 owed to certain creditors of the company in exchange for an aggregate of 2,783,000 common shares at a deemed price of 10 cents per share, which will be subject to a hold period of four months and one day in accordance with applicable securities laws and Canadian Securities Exchange policies;
  • Up to $73,500 owed to certain creditors and consultants of the company in exchange for an aggregate of 735,000 common shares at a deemed price of 10 cents per share; the company may seek a waiver from the CSE to issue some or all of these common shares without a CSE hold period of four months and one day.

Closing of the debt settlement is expected to occur on Nov. 28, 2024, following the expiration of the CSE review period.

Amended corporate awareness agreements

On March 11, 2024, the company entered into an agreement with Pivotal CM Ltd. for a three-month term to enhance public awareness of the company, its services and securities through on-line marketing, SEO (search engine optimization), digital branding campaigns, media consulting, business development and multimedia content creation. The agreement required $100,000 payable at the start and $100,000 due within 45 days, with a 30-day termination clause for either party. On Nov. 7, 2024, the parties executed an addendum, confirming a total payment and services provided of $150,000 and cancelling the remaining $50,000 obligation, with Pivotal releasing the company from all related claims. Following the addendum, the agreement terminated.

On Aug. 13, 2024, the company entered into a three-month agreement with Sidis Holdings Ltd. for corporate marketing and awareness services, with $150,000 payable up front and the remaining balance in instalments. The agreement included a 30-day termination provision. On Nov. 7, 2024, the parties amended the agreement, confirming payment and services provided of $150,000 and cancelling the remaining $100,000 obligation, with Sidis releasing the company from all related claims. Following the addendum, the agreement terminated.

Appointment of independent director

The company is pleased to announce the appointment of Howard Blank as an independent director, audit committee member and chair of the audit committee of the company, effective Nov. 15, 2024. The audit committee comprises Mr. Blank, Mr. Bellini Bressi and Matthew Markin.

Mr. Blank brings over 30 years of senior executive experience across the media, gaming, entertainment and philanthropic sectors. As vice-president of media, entertainment and responsible gaming at Great Canadian Gaming Corp., he was instrumental in forming and managing relationships with major partners, including Canucks Sports and Entertainment, MGM Resorts, Caesars Entertainment, White Spot Restaurants, Fremantle Media, and Paramount Pictures. He also served as the industry and corporate spokesperson and led the development of entertainment and auxiliary services for premier properties such as the River Rock Casino Resort and the Hard Rock Casino. Mr. Blank has extensive experience navigating multistakeholder relationships across Europe, Asia and North America.

An active member of various non-profit and public boards, Mr. Blank has helped raise significant capital through his philanthropic initiatives. His community contributions have been recognized with the Order of Canada's Sovereign Medal for Volunteers, the British Columbia Community Achievement Medal, the Canadian Gaming Association's Lifetime Display of Excellence Award and the Diamond Jubilee Medal, among other honours.

Related party matters

The proposed debt settlement with Mr. Bellini Bressi is a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The insider settlement is exempt from the valuation requirement of MI 61-101 by virtue of the exemptions contained in Section 5.5(b) of MI 61-101 as the company's common shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in Section 5.7(1)(a) of MI 61-101 in that the fair market value of the insider settlement will not exceed 25 per cent of the company's market capitalization. As the material change report disclosing the insider settlement is being filed less than 21 days before the transaction, there is a requirement under MI 61-101 to explain why the shorter period was reasonable or necessary in the circumstances. In the view of the company, it is necessary to immediately close the insider settlement and therefore, such shorter period is reasonable and necessary in the circumstances to improve the company's financial position.

About Battery X Metals Inc.

Battery X Metals is committed to advancing North America's clean energy transition through the development of proprietary technologies and domestic battery and critical metal resource exploration. The company focuses on extending the lifespan of electric vehicle (EV) batteries, through its portfolio company, LIBRT1, recovering battery-grade metals from end-of-life lithium-ion batteries, and the acquisition and exploration of battery metal and critical metal resources.

We seek Safe Harbor.

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