DJIFF - Dajin Lithium Corp. and HeliosX Technologies Corp. announce completion of Plan of Arrangement

(TheNewswire)

Vancouver, British Columbia - TheNewswire - January 13, 2022 – Dajin LithiumCorp. (“ Dajin ”) (TSXV: DJI ) (OTC: DJIFF ) (FSE: C2U1) and HeliosX Technologies Corp. (“ HeliosX ”) arepleased to announce the completion of the previously announced plan ofarrangement under Division 5 of Part 9 of the Business Corporations Act (British Columbia) involving Dajin, HeliosX, ESG TechnologiesInc. and Helios Infrastructure Corp. (the “ Arrangement ”).Dajin has also received final approval of the Arrangement from the TSXVenture Exchange (“ TSXV ”) and approval to list the commonshares of the resulting issuer on the TSXV.

Completion of Arrangement

Pursuant to the previously announced arrangementagreement among Dajin, HeliosX, ESG Technologies Inc. (“ESG”) andHelios Infrastructure Corp. (“Helios Infrastructure”), Dajin andHeliosX have amalgamated to form an amalgamated company called“HeliosX Technologies Corp.” (“ Amalco ”) and thefollowing transaction steps occurred:

1.on the Amalgamation, the issued and outstandingsecurities of each of Dajin and HeliosX were converted or exchanged asfollows:

-each share of Dajin (“Dajin Share”) outstandingwas cancelled and, in consideration therefor, the holder of such DajinShare received one (1) fully paid and non-assessable share of Amalco(“Amalco Share”) for every one (1) Dajin Share held by such Dajinshareholder;

-each option to purchase Dajin Shares (“DajinOptions”) was cancelled and, in consideration therefor, the holderof such Dajin Option received one (1) option to purchase Amalco Sharesfor every one (1) Dajin Option held;

-each share of HeliosX (“HeliosX Common Share”)outstanding was cancelled and, in consideration therefor, the holderof such HeliosX Common Share received 0.63 of one (1) fully paid andnon-assessable Amalco Share issued by Amalco for every one (1) HeliosXCommon Share held by such HeliosX shareholder; and

-each warrant to purchase HeliosX Common Shares (a“HeliosX Warrant”) was cancelled and, in consideration therefor,the holder of such HeliosX Warrant received 0.63 of one (1) warrant topurchase Amalco Shares for every one (1) HeliosX Warrant held;

2.Amalco reorganized its capital within the meaning ofSection 86 of the Tax Act such that each Amalco shareholder disposedof all of the Amalco shareholder’s Amalco Shares to Amalco and inconsideration therefor, Amalco issued or distributed to the Amalcoshareholder:

-the number of new class “B” common shares ofAmalco (“Amalco New Common Shares”) equal to the product of thenumber of Amalco Shares held;

-the number of shares of ESG equal to the number ofAmalco Shares held;

-the number of shares of Helios Infrastructure equal tothe number of Amalco Shares held.

3. All securities of ESG and Helios Infrastructure heldby Amalco were cancelled for no consideration.

4.The authorized share structure of Amalco wasreorganized and altered by:

-eliminating the Amalco Shares from the authorizedshare structure of Amalco; and

-changing the identifying name of the issued andunissued Amalco New Common Shares from “Class B Common shares” to“Common shares”.

Following the Arrangement and Concurrent Financing (asdefined below), there were approximately 36,169,628 Amalco New Common Shares outstandingand former holders of Dajin shares held approximately 53% of theissued and outstanding Amalco New Common Shares at closing of theArrangement.

Updates to Board of Directors andManagement

Amalco’s board of directors has been reconstituted toinclude Christopher Brown, Sameer Uplenchwar, Frank C. Busch, RobertVerhelst, and Brian Findlay as approved by the shareholders of Dajinat the annual general and special meeting of shareholders held onNovember 19, 2021. In addition, Catherine Hickson has resigned fromthe board of directors, we thank her for her time with Dajin, and wishher the best on her personal pursuits. Amalco has appointed two newofficers, being Christopher Brown as Chief Executive Officer andSameer Uplenchwar as Chief Financial Officer. Brian Findlay willcontinue as President of Amalco.

Concurrent Financing

Concurrently with the Arrangement, HeliosX, as aprivate company, completed a non-brokered private placement financingof subscription receipts of HeliosX (“ Subscription Receipts ”) for gross proceeds of $1,908,120 at a price of $0.44 perSubscription Receipt (the “ Concurrent Financing ”). Each SubscriptionReceipt entitled the holder thereof to acquire HeliosX Common Share,and each HeliosX Common Share was exchanged 0.63 of one Amalco Share(equivalent to $0.70 per Amalco share).

It is anticipated that the proceeds of the ConcurrentFinancing (after deduction of costs of fees incurred) will be used tointegrate the businesses of HeliosX and Dajin and for generalcorporate purposes and future working capital. Although the Companyintends to use the proceeds of the Concurrent Financing as describedabove, the actual allocation of proceeds may vary from the uses setforth above, depending on future operations or unforeseen events orbusiness opportunities.

About Dajin Lithium Corp.

Dajin Lithium Corp. is a Lithium exploration companywith brine-based Lithium exploration projects located in Argentina and Nevada.  Dajin has announced exceptionalLithium brine assay results from 25 shallow pits ranging from 281mg/litre to 1,353 mg/litre, averaging 591 mg/litre on the SalinasGrandes salar in Jujuy province, Argentina.  Dajin holds a 49% JointVenture interest in 230,000 acres in Jujuy province with LiticaResources S.A., an operating subsidiary ofPluspetrol Resources Corporation, a major international Argentinianoil and gas company.

In Nevada, Dajin holds a 100% interest in 403 placermining claims covering 7,914 acres in the Teels Marsh valley ofMineral County, Nevada.  Dajin has acquired the water rights in theTeels Marsh valley and has received all of the necessary permits fordrilling, with engineered access roads and two large drill padsconstructed.

In addition, Dajin holds an earn-in agreement with LoneMountain Resources LLC, an affiliate of Lilac Solutions, Inc., to earna 75% interest in Dajin’s 100% owned Alkali Lake Lithium projectlocated 7 miles from Albemarle’s Silver Peak Lithium brine operationin Clayton Valley, Esmeralda County, Nevada.

About HeliosX Corp.

HeliosX Corp. is a private ESG focused mineralexploration and mining technology company holding 311,900 acres ofLithium brine exploration rights in Alberta, Canada and two high valuemetal extraction Consulting and License agreements. One agreement isfor the application of electrochemistry for a process to recover up to98% of the residual high value metals from refractory mine tailingsand a second agreement is for a patented chemistry technology thatextracts valuable metals from conventional mine concentrates. HeliosXis currently undertaking a feasibility study for a gold concentrateextraction facility in British Columbia.

Further Information

All information contained in this news release withrespect to Dajin or HeliosX was supplied by the respective party, forinclusion herein, without independent review by the other party, andeach party and its directors and officers have relied on the otherparty for any information concerning the other party.

This news release does not constitutean offer to sell or a solicitation of an offer to buy any of thesecurities in the United States. The securities have not been and willnot be registered under the United States Securities Act of 1933, asamended (the “U.S. Securities Act”) or any state securities lawsand may not be offered or sold within the United States or to U.S.persons unless registered under the U.S. Securities Act and applicablestate securities laws or an exemption from such registration isavailable.

Neither the TSXVnor its Regulation Services Provider (as that term is defined in thepolicies of the TSXV) accepts responsibility for the adequacy oraccuracy of this release.

Notice on Forward Looking Information

Certain statements and informationherein, including all statements that are not historical facts,contain forward-looking statements and forward-looking informationwithin the meaning of applicable securities laws. Such forward-lookingstatements or information include but are not limited to statements orinformation with respect to the integration of the businesses ofHeliosX and Dajin and ongoing performance of Amalco. Often, but notalways, forward-looking statements or information can be identified bythe use of words such as “estimate”, “project”, “belief”,“anticipate”, “intend”, “expect”, “plan”,“predict”, “may” or “should” and the negative of thesewords or such variations thereon or comparable terminology areintended to identify forward-looking statements and information.

With respect to forward-lookingstatements and information contained herein, Dajin has made numerousassumptions including among other things, assumptions about generalbusiness and economic conditions of HeliosX and the market in which itoperates. The foregoing list of assumptions is not exhaustive.

Although management of Dajin andHeliosX believe that the assumptions made and the expectationsrepresented by such statements or information are reasonable, therecan be no assurance that forward-looking statements or informationherein will prove to be accurate. Forward-looking statements andinformation by their nature are based on assumptions and involve knownand unknown risks, uncertainties and other factors which may causeactual results, performance or achievements, or industry results, tobe materially different from any future results, performance orachievements expressed or implied by such forward-looking statementsor information. These factors include, but are not limited to: risksassociated with the business of HeliosX; business and economicconditions in the lithium industry generally; changes in commodityprices; changes in interest and currency exchange rates; governmentaction or delays in the receipt of government approvals, industrialdisturbances or other job action, and unanticipated events related tohealth, safety and environmental matters); changes in general economicconditions or conditions in the financial markets; changes in laws;risks related to the direct and indirect impact of COVID-19 including,but not limited to, its impact on general economic conditions, theability to obtain financing as required; and other risk factors asdetailed from time to time. Dajin and HeliosX do not undertake toupdate any forward-looking information, except in accordance withapplicable securities laws.

Not for distribution to U.S.Newswire Services or for dissemination in the United States. Anyfailure to comply with this restriction may constitute a violation ofU.S. Securities laws.

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