Bearing Lithium Provides Update on Plan of Arrangement With Lithium Power International
December 01 2022 - 7:00AM
(TSXV: BRZ) Bearing Lithium Corp. (the
"
Corporation" or "
Bearing")
wishes to provide an update on its announced plan of arrangement
(the "
Arrangement") with Lithium Power
International Limited ("
LPI") (ASX:LPI) and LPI
Canada Holdings Ltd.
Bearing expects that, subject to the
satisfaction of the remaining conditions to the completion of the
Arrangement, including the closing of the MSB SpA transaction (the
"Joint Venture Partner Transaction") (as described
in the press release dated October 31, 2022), the Arrangement is
now expected to be completed during December 2022.
The timeline above and the closing of the
Arrangement and the Joint Venture Partner Transaction each remain
subject to the remaining closing conditions, as described in the
Information Circular in respect of the Arrangement, which is
available on SEDAR under Bearing's SEDAR profile at
www.sedar.com.
As advised in our release dated November 3rd, 2022, subsequent
to the Arrangement being approved by the Bearing security holders
on October 28, 2022, the Supreme Court of British Columbia granted
the final order approving the Arrangement with LPI and LPI Canada
Holdings Ltd.
Bearing will issue a subsequent news release
closer to the estimated Closing Date regarding the anticipated
timing for the halt of the trading of the Bearing Shares on the
TSXV and subsequent de-listing of the Bearing Shares from the
TSXV.
For more
Information, please
contact:Ray BaterinaCorporate
SecretaryInfo@bearinglithium.com604-262-8835
Forward-Looking Information and
Disclaimers
Certain information contained in this press
release may contain forward looking statements within the meaning
of applicable securities laws. The use of any of the words
"continue", "plan", "propose", "would", "will", "believe",
"expect", "position", "anticipate", "improve", "enhance" and
similar expressions are intended to identify forward-looking
statements. More particularly and without limitation, this document
contains forward-looking statements concerning: the expected
process for and timing of closing the Arrangement, including the
anticipated halt and subsequent de-listing of the Bearing Shares
from the TSXV; the anticipated benefits of the Arrangement for the
Maricunga project; the closing of the Arrangement, including with
respect to obtaining any necessary approvals and satisfying any
conditions and the expected timing thereof.
In addition, forward looking statements or
information are based on a number of assumptions, including
assumptions regarding the expected timing of the closing of the
Arrangement, which have been used to develop the forward-looking
statements in this press release but which may prove to be
incorrect and which have been used to develop such statements and
information in order to provide stakeholders with a summary for
Securityholders of the expected Arrangement timeline and impact on
Bearing's future operations.
Forward-looking statements necessarily involve
risks, including, without limitation, the risk that the Arrangement
is not completed on the terms described in this press release, or
is delayed or is not closed for any reason, including for any
reason described in the Information Circular; the Corporation's
position as a minority joint venture partner in the Maricunga
project in the event that the Arrangement is not closed; the risk
that the Arrangement does not yield the benefits that Bearing
anticipates; the risk that LPI does not complete the Joint Venture
Partner Transaction; the general regulatory environment in which
the Corporation operates; the tax treatment of the Corporation; the
general economic, financial, market and political conditions
impacting the industry and markets in which the Corporation
operates; and the risks identified in the Information Circular.
Readers are cautioned that the foregoing list is
not exhaustive of all factors and assumptions which have been used.
As a consequence, actual results may differ materially from those
anticipated in the forward-looking statements. Furthermore, the
forward-looking statements contained herein are made as at the date
hereof and Bearing does not undertake any obligation to update
publicly or to revise any of the included forward looking
statements, whether as a result of new information, future events
or otherwise, except as may be required by applicable securities
laws.
Shareholders are reminded that there may be tax
consequences for Bearing shareholders associated with the
Arrangement, including: (1) consequences associated with the
exchange of shares of a Canadian corporation for shares of an
Australian corporation; and (2) additional Chilean tax
consequences for Bearing shareholders who own or control 10% or
more of the Bearing Shares at the date of the Arrangement
(inclusive of stock options, warrants, and Bearing Shares sold
within 12 months prior to the closing of the Arrangement).
Shareholders should consult with their tax advisors and refer to
the information contained in the Information Circular in respect of
the Arrangement, which is available on SEDAR under Bearing's SEDAR
profile at www.sedar.com.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities
in the United States. The securities have not been and will not be
registered under the U.S. Securities Act or any state securities
laws and may not be offered or sold within the United States or to
U.S. Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
NOT FOR DISSEMINATION OR DISTRIBUTION IN
THE UNITED STATES AND NOT FOR DISTRIBUTION TO US NEWSWIRE
SERVICES.
Reader Advisory
NEITHER THE TSX VENTURE EXCHANGE NOR ITS
REGULATION SERVICES PROVIDER ACCEPTS RESPONSIBILITY FOR THE
ADEQUACY OR ACCURACY OF THIS RELEASE.
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