(TheNewswire)
Vancouver, British Columbia / TheNewswire / June 23, 2022 – Gold Lion Resources Inc. (“ Gold Lion ” or the“ Company ”) ( CSE:GL) (OTC:GLIOF) (FWB:2BC) announces that ithas signed abinding letter of intent dated June 22 , 2022 (the “LOI”) with Sustainable Li-Ion Research Inc. (“SLIR”) in respect of a proposed transaction (the “Proposed Transaction”),whereby the Company would acquire all of the issued and outstandingsecurities of SLIR by way of a share exchange agreement. SLIR’sprincipal asset and undertaking is its interest, through awholly-owned subsidiary, in a license agreement and a sponsoredresearch agreement in the field of the recycling of lithium-ionbatteries.
The Proposed Transaction is intended to further theCompany’s objective of complementing its ongoing explorationactivities, which objective was previously announced by the Company on June 13,2022 .
Commented, Guy Bourgeois CEO of Gold Lion, “The need for li-ionbattery recycling is growing at a compelling pace and Gold Lion’sSpecial Committee is thoroughly evaluating the technology andcost-effective process to recover strategic battery materials like copper, cobalt, lithium, nickel, manganese and zinc. Webelieve that the strategic acquisition of Sustainable Li-IonResearch Inc. will allow us to leverage a unique technology licensingopportunity from a leading Singapore University, which will createhigher value for shareholders. ”
Pursuant to the Proposed Transaction, the Company willissue common share in its capital (the “Consideration Shares”) to the holders of common shares in the capital of SLIR at a deemed price per Consideration Share that is the greater of (i)$0.05, and (ii) the minimum price allowedpursuant to the policies of the Canadian Securities Exchange (the “CSE”), representing aggregate consideration to be determined and mutually agreed upon bythe parties with reference to a pending valuation of SLIR, expected tobe in the range of $300,000 to $500,000.
The Proposed Transaction will be completed pursuant toavailable prospectus exemptions in accordance with applicablesecurities legislation.
The Company and SLIR have agreed to negotiate in good faith the terms of a definitive agreement with respectto the Proposed Transaction within 30 days from the LOI.
The Company also agreed to pay a refundable depositof up to $100,000 to SLIR to be used towards costs and expenses connected to SLIR’sbusiness. If the LOI is terminated for any reason other than theexecution of a definitive agreement, the deposit payments shall bereturned to the Company by SLIR within 30 days, withoutinterest.
The Proposed Transaction is subject to receipt of allnecessary regulatory approvals, including, as applicable, approval of the CSE, completion of due diligence reasonable or customary in a transaction of a similar nature, andentering into a definitive agreement, among other conditions. TheProposed Transaction would be an arms-length transaction for theCompany and would not constitute a fundamental change or result in a change of control of the Company, within the meaning of the policiesof the CSE.
About Gold Lion Resources Inc.
Gold Lion Resources Inc. is a mineral explorationcompany actively involved in the exploration of its precious metalfocused portfolio including Black Lake, Cuteye and Fairview Propertieslocated in British Columbia, Saskatchewan and Idaho, USA. For moreinformation please visit: https://goldlionresources.com/ .
ON BEHALF OF THE BOARD OF DIRECTORS
Guy Bourgeois, CEO
T: 902.225.8881
info@goldlionresources.com
The CSE and Information ServiceProvider have not reviewed and does not accept responsibility for theaccuracy or adequacy of this release.
This news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Often, but not always,forward-looking information and information can be identified by theuse of words such as “plans”, “expects” or “does notexpect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words andphrases or state thatcertain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.Forward-looking information in this news release includes statementsregarding: assumptions that are subject to significant risks anduncertainties, including assumptions that all conditions to theclosing of the Proposed Transaction will be satisfied and that theProposed Transaction will be completed on the terms set forth in theLOI. The forward-looking information reflects management's current expectations based on information currently available and are subject to a number of risks and uncertainties that may cause outcomes to differ materially from those discussed in the forward-looking information. Such risk factors may include, among others, the risk that required approvals and the satisfaction of material conditions are not obtained in connection with the ProposedTransaction, the risk that the Proposed Transaction is not approved orcompleted on the terms set out in the LOI or that a definitiveagreement will be entered into in connection therewith. Although theCompany believes that the assumptions and factors used in preparing the forward-looking information are reasonable, undue reliance should not be placed on such information and no assurance can be giventhat such events will occur in the disclosed time frames or at all. Factors that could cause actual results or events to differ materially from current expectations include: (i) adverse market conditions; and (ii) other factors beyond the control of the Company. New risk factors emerge from time to time, and it isimpossible for the Company’s management to predict all risk factors, nor can the Company assess the impact of all factors on Company’s business or theextent to which any factor, or combination of factors, may causeactual results to differ from those contained in any forward-lookinginformation. The forward-looking information included in this newsrelease are made as of the date of this news release and the Companyexpressly disclaims any intention or obligation to update or reviseany forward-looking information whether as a result of new information, future events or otherwise, except as required byapplicable law. Additional information identifying risks anduncertainties that could affect financial results is contained in the Company’s filings with Canadian securities regulators, which are available at www.sedar.com.
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