Winnipeg, Manitoba--(Newsfile Corp. - November 10, 2023) - Beyond Lithium Inc. (CSE:BY) (OTCQB:BYDMF) (the "Company" or "Beyond Lithium") is pleased to announce that as a result of strong investor demand, the private placement previously announced on October 23, 2023, is being increased to up to 2,500,000 units of the Company (the "Units") at a price of $0.30 per Unit for aggregate gross proceeds of up to $750,000.00 (the "Offering"). Each Unit will consist of one common share in the capital of the Company (a "Share") and one-half common share purchase warrant (a "Warrant"). Each full Warrant will entitle the holder to purchase one additional Share in the capital of the Company at a price of $0.45 per Share for a period of 24 months from the closing of the Offering, subject to customary adjustment and acceleration provisions in certain circumstances. The Warrants will be subject to a provision that if the volume weighted average trading price of the common shares of the Company on the Canadian Securities Exchange (the "Exchange") equals or exceeds $0.70 over any period of ten consecutive trading days, the Company will be entitled to accelerate the expiry date of the Warrants to the date which is twenty days following the date notice of such acceleration is delivered to holders of the Warrants.
Assuming the Offering is fully subscribed, the Company intends to allocate the net proceeds for payments under existing option agreements, general corporate and working capital purposes. Actual allocation of the net proceeds may vary from the foregoing and if the Offering is not fully subscribed, the Company may allocate the net proceeds of the Offerings in such priority and proportions as the board of directors or management of the Company determines is in the best interests of the Company.
In connection with the Offering, the Company may pay finders' fees in cash or securities, or a combination of both, as permitted by the policies of the Exchange. If finders' fees are paid in connection with the Offering, it is expected that any cash finders' fee will be equal to 7.0% of the proceeds placed by the applicable finder, and any finder's fee paid in securities (the "Finder's Warrants") will be equal to 7.0% of the number of Units placed by the applicable finder. Each Finder's Warrant will be exercisable for one Share at a price of C$0.30 per Share for a period of 24 months from the closing date.
There is no minimum number of Units or minimum aggregate proceeds required to close the Offering and the Company may, at its discretion, elect to close the Offering in one or more tranches. The securities issued pursuant to the Offering will be subject to a four-month hold period from their date of issuance.
A portion or all of the Offering may be completed pursuant to Multilateral CSA Notice 45-313 - Prospectus Exemption for Distributions to Existing Security Holders ("CSA 45-313") and the corresponding blanket orders and rules implementing CSA 45-313 in the participating jurisdictions in respect thereof (collectively with CSA 45-313, the "Existing Security Holder Exemption"). As at the date hereof, the Existing Security Holder Exemption is available in each of the provinces of Canada, with the exception of Newfoundland and Labrador. Subject to applicable securities laws, the Company will permit each person or company who, as of November 9, 2023 (being the record date set by the Company pursuant to CSA 45-313), holds common shares as of that date to subscribe for the Units that will be distributed pursuant to the Offering, provided that the Existing Security Holder Exemption is available to such person or company. Qualifying shareholders who wish to participate in the Offering should contact the Company at the contact information set forth below. In the event that aggregate subscriptions for Units under the Offering exceed the maximum number of securities to be distributed, then Units will be sold to qualifying subscribers on a pro rata basis based on the number of Units subscribed for. Insiders may participate in the Offering. Qualifying shareholders who wish to participate in the Offering should contact the Company at the contact information set forth below.
There is no material fact or material change of the Company that has not been disclosed.
In addition to conducting the Offering pursuant to the Existing Security Holder Exemption, the Offering will also be conducted pursuant to other available prospectus exemptions.
The offered securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
About Beyond Lithium Inc.
Beyond Lithium Inc. is the largest greenfield lithium exploration player in Ontario with 63 high potential greenfield lithium properties totalling over 195,000 hectares. The Company has adopted the project generator business model to maximize funds available for exploration projects, while minimizing shareholder dilution. Beyond Lithium is advancing certain of its projects with its exploration team and will seek to option other properties to joint venture partners. Partnering on various projects will provide a source of non-dilutive working capital, partner-funded exploration, and long-term residual exposure to exploration success.
Please follow @BeyondLithium on Twitter, Facebook, LinkedIn, Instagram and YouTube.
For more information, please refer to the Company's website at www.BeyondLithium.ca
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein including, without limitation, statements regarding future capital expenditures, anticipated content, commencement, and cost of exploration programs in respect of the Company's projects and mineral properties, anticipated exploration program results from exploration activities, resources and/or reserves on the Company's projects and mineral properties, and the anticipated business plans and timing of future activities of the Company, are forward-looking information. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Often, but not always, forward-looking information can be identified by words such as "pro forma", "plans", "expects", "will", "may", "should", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", "believes", "potential" or variations of such words including negative variations thereof, and phrases that refer to certain actions, events or results that may, could, would, might or will occur or be taken or achieved. In stating the forward-looking information in this news release, the Company has applied several material assumptions, including without limitation, that market fundamentals will result in sustained precious and base metals demand and prices, the receipt of any necessary permits, licenses and regulatory approvals in connection with the future exploration of the Company's properties, the availability of financing on suitable terms, and the Company's ability to comply with environmental, health and safety laws.
Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the statements of forward-looking information. Such risks and other factors include, among others, statements as to the anticipated business plans and timing of future activities of the Company, the proposed expenditures for exploration work on its properties, the ability of the Company to obtain sufficient financing to fund its business activities and plans, delays in obtaining governmental and regulatory approvals (including of the Canadian Securities Exchange), permits or financing, changes in laws, regulations and policies affecting mining operations, risks relating to epidemics or pandemics such as COVID-19, the Company's limited operating history, currency fluctuations, title disputes or claims, environmental issues and liabilities, as well as those factors discussed under the heading "Risk Factors" in the Company's prospectus dated February 23, 2022 and other filings of the Company with the Canadian securities regulatory authorities, copies of which can be found under the Company's profile on the SEDAR website at www.sedar.com.
Readers are cautioned not to place undue reliance on forward-looking information. The Company undertakes no obligation to update any of the forward-looking information in this news release except as otherwise required by law.
For further information, please contact:
Allan Frame
President and CEO
Tel: 403-470-8450
Email: allan.frame@beyondlithium.ca
Jason Frame
Manager of Communications
Tel: 587-225-2599
Email: jason.frame@beyondlithium.ca
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