VANCOUVER, May 31, 2017 /CNW/ - Lithium X Energy
Corp. (the "Company") (TSXV: LIX) (OTCQX: LIXXF) is
pleased to announce that it has completed the
previously-announced transactions with Pure Energy Minerals
Limited ("Pure Energy"), consisting of the sale of its interests in
Nevada (the "Sale") and its
subscription for 3.571 million Pure Energy units for at a total
subscription cost of C$2 million (the
"Subscription").
The Sale and Subscription were completed on the terms previously
announced by the Company on May 11,
2017. Completion of the Sale and the Subscription results in
the Company participating in Nevada's Clayton Valley solely through its
holding of 19.99% of Pure Energy's outstanding common shares and
Pure Energy share purchase warrants that, if exercised immediately,
would increase the Company's ownership interest to 22.5%. The
Company has agreed not to exercise any share purchase warrants of
Pure Energy if, upon exercise, the Company would become a 'Control
Person' (as such term is defined in the policies of the TSX Venture
Exchange) unless Pure Energy has obtained the prior approval of its
shareholders and of the TSXV, as applicable.
The Company continues to be fully funded for all current work
programs, with approximately C$22.5
million in cash and no debt.
On completion of the Sale and the Subscription, the Company
holds a total of 23,609,620 common shares of Pure Energy and
3,808,004 share purchase warrants, exercisable for a period of 3
years (subject to acceleration) entitling Lithium X to acquire
3,808,004 common shares of Pure Energy at a price of C$0.75 per common share. The Units (each
consisting of one common share of Pure Energy and one half of a
share purchase warrant) were purchased from Pure Energy's treasury
at a price of C$0.56 per Unit.
The remaining 20,038,182 common shares of Pure Energy and 2,022,290
share purchase warrants were issued by Pure Energy to the Company
in consideration for the sale of the Company's Nevada interests to Pure Energy.
Other than the securities issued by Pure Energy under the Sale and
the Subscription, the Company holds no other securities of Pure
Energy, and is not acting jointly or in concert with any other
person. The Company will be holding its interest in Pure
Energy solely for investment purposes. The Company has
entered into an investor rights agreement (the "Investor Rights
Agreement") with Pure Energy which provides that, for so long as
the Company maintains a 5% partially-diluted interest, it shall
have: (i) a right maintain its pro rata ownership interest in Pure
Energy; and (ii) a right to nominate one director to Pure Energy's
board. The Investor Rights Agreement also provides that the Company
will vote in favour of all matters proposed by management of Pure
Energy for a period of 24 months. The Company has also agreed
to hold periods in respect of the securities it received on the
Sale (all of the warrants and 50% of the common shares are released
after one year, with an additional 12.5% of the common shares being
released every three months thereafter). Finally, the
Investor Rights Agreement contains certain restrictions on the
manner of disposition of any common shares of Pure Energy held by
the Company to facilitate their orderly sale.
ABOUT LITHIUM X ENERGY CORP.
Lithium X Energy Corp. is a lithium exploration and development
company with a goal of becoming a low-cost supplier for the
burgeoning lithium battery industry. The Company holds two
projects in in the prolific "Lithium Triangle" in mining friendly
Salta province, Argentina as well
as participating in the Clayton Valley in Nevada through its ownership interest in Pure
Energy Metals Limited ("Pure Energy"). The Company's flagship
project is the Sal de los Angeles lithium brine project, in which
it owns a 50% interest, with an option to acquire up to 80%.
The project consists of 8,154 hectares covering 95% of Salar de
Diablillos, and has an NI 43-101 mineral resource estimate of 1.037
million tonnes of lithium carbonate equivalent in the indicated
category and 1.007 million tonnes of lithium carbonate equivalent
in the inferred category. The Company's second Argentinian
project, the Arizaro lithium brine project, consists of 33,846
hectares covering part of the western and eastern portions of the
Salar de Azario, one of the largest known salt lakes in the
world. In Nevada, the Company consolidated its Clayton Valley
holdings with those held by Pure Energy, in the process becoming
Pure Energy's largest shareholder, holding 19.99% of Pure Energy's
outstanding common shares and share purchase warrants that, if
exercised immediately, would increase its ownership interest to
22.5%. Pure Energy's combined holdings in Clayton Valley
consist of more than 10,500 hectares (approximately 26,300
acres).
For additional information about Lithium X Energy Corp., please
visit the Company's website at www.lithium-x.com or review the
Company's documents filed on www.sedar.com. Join the
Company's email list at http://lithium-x.com/subscribe.
ON BEHALF OF THE BOARD OF DIRECTORS
Paul
Matysek
Executive Chairman
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this news release.
This news release contains certain forward-looking
information and forward-looking statements within the meaning of
applicable securities legislation (collectively "forward-looking
statements"). Certain information contained herein constitutes
"forward-looking information" under Canadian securities
legislation. Generally, forward-looking information can be
identified by the use of forward-looking terminology such as
"expects", "believes", "aims to", "plans to" or "intends to" or
variations of such words and phrases or statements that certain
actions, events or results "will" occur.. Forward-looking
statements are based on the opinions and estimates of management as
of the date such statements are made and they are subject to known
and unknown risks, uncertainties and other factors that may cause
the actual results, level of activity, performance or achievements
of the Company to be materially different from those expressed by
such forward-looking statements or forward-looking information,
including the business of the Company, the speculative nature of
mineral exploration and development, fluctuating commodity prices,
competitive risks, and delay, inability to complete a financing or
failure to receive regulatory approvals. Although management of the
Company has attempted to identify important factors that could
cause actual results to differ materially from those contained in
forward-looking statements or forward-looking information, there
may be other factors that cause results not to be as anticipated,
estimated or intended. There can be no assurance that such
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on
forward-looking statements and forward looking information. The
Company does not undertake to update any forward-looking
statements or forward-looking information that are incorporated
by reference herein, except as required by applicable securities
laws.
SOURCE Lithium X Energy Corp.