Vancouver B.C.: TNR Gold Corp. ("TNR") and wholly-owned International Lithium Corp.("ILC") (jointly the "Company") are pleased to announce that Jiangxi Ganfeng Lithium Co. Ltd.("Ganfeng Lithium"), a leading China based multi-product lithium manufacturer, has received approval from its board of directors, to an initial strategic investment consisting of a 9.9% equity stake in International Lithium Corp.
Key Highlights:
· Jiangxi Ganfeng Lithium Co. Ltd. a prominent lithium product manufacturer selects ILC as investment;
· Initial 9.9% equity stake in ILC;
· Ganfeng Lithium brings significant current and future project development assistance capability;
· Strategic Relationship Agreement between a wholly-owned subsidiary of Ganfeng Lithium and ILC provides for certain Marketing and Offtake rights and ILC Board representation; and
· Company focused on closing of Plan of Arrangement with Record Date to be set shortly.
"We welcome Ganfeng Lithium as a strategic investor in International Lithium with a prime directive to support the advancement of our core projects and ultimately as an integral member to assist us in realizing our goal to become a recognized international lithium and rare metals explorer and developer" states Mike Sieb, President International Lithium Corp.
STRATEGIC INVESTOR
Ganfeng Lithium based in Xinyu, Jiangxi Province, China, is a professional producer of Lithium products which has developed a comprehensive lithium product chain, including Lithium Metal and alloys, inorganic and Organic Lithium chemicals for the Primary and Secondary Lithium battery market, pharmaceutical and new material industries. Ganfeng's principal market is in China with international exports to Europe, Japan, USA and India.
Ganfeng Lithium was founded in the year 2000, was listed on the Shenzhen Stock Exchange in August 2010, has recently reported USD6.3 million net income from total revenues of USD54 million in 2010 and currently has a market capitalization of approximately USD680 million.
The Ganfeng Lithium board has approved through its wholly owned subsidiary GFL International Co., Ltd, registered in Hong Kong, to purchase a 9.9% equity share in ILC through participating in the Financing (as described below) and intends to provide future support towards the development of ILC's projects from a financial and technical perspective. Ganfeng Lithium's participation is subject to completion of the Financing for gross proceeds of at least $2.5 million (including the strategic investor's subscription) and approval for the listing of the shares and warrants on the TSX Venture Exchange.
The strategic relationship agreement provides for, among other things, the right for Ganfeng Lithium to maintain and increase its percentage ownership in ILC, grants certain marketing and offtake rights and provides for ILC board representation. In conjunction, a voting trust agreement has been entered into among Ganfeng Lithium and certain insiders of ILC and affiliates as it relates to ILC.
PLAN OF ARRANGEMENT - ILC FINANCING
In order to complete the Plan of Arrangement, ILC intends to raise a minimum of $2.5 million to provide International Lithium with sufficient operating and administration funds to satisfy Exchange requirements for listing (the "Financing"). The proposed Financing will offer a minimum of 10 million units in ILC priced at $0.25 per unit. Each unit consists of one common share and one common share purchase warrant. Each whole warrant entitles the holder to purchase one additional common share of ILC at a price of $0.375 for a period of two years from the date of closing. Certain fees may be payable on a portion of the placement, in compliance with Exchange requirements.
TNR and ILC Non-Executive Chairman Kirill Klip plan to participate in the Financing.
Company executives will focus on the completion of the Financing and will shortly be providing the shareholders of TNR notification of the final date for the shareholders of TNR to receive the applicable ILC units (the "Record Date") under the Plan of Arrangement (see below for details).
Upon closing of the Financing, ILC will file the required final paperwork with the applicable regulatory bodies in order to complete the listing of ILC.
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