June 12, 2023: West Vancouver, BC; – Surge Battery Metals Inc. (the “Company” or “Surge”) (TSXV: NILI, OTC: NILIF, FRA:DJ5C) announces that it has closed the first tranche of its private placement (the “Private Placement”), announced by way of news release on June 1, 2023. This first tranche of the Private Placement, for proceeds of $5,360,000, represented a strategic investment by American Lithium Corp. (NASDAQ: AMLI, TSXV: LI) (“American Lithium”). This investment represents the full commitment from American Lithium in respect of the Private Placement, and American Lithium now holds approximately 9.7% of the total issued and outstanding shares of the Company.
It is anticipated that the second and final tranche of the Private Placement will close shortly.
As a result of closing the first tranche of the Private Placement, American Lithium has been issued 13,400,000 units (the “Units”) at a price of $0.40 per Unit with each Unit being comprised of one common share and one share purchase warrant (the “Warrants”). Each Warrant is exercisable for a period of three years from the date of issuance at a price of $0.55 per share. The securities comprising the Units and any shares underlying the Warrants may not be sold until October 10, 2023 (being four months and a day from their issuance).
As a condition of its participation in the Private Placement, American Lithium received certain rights to nominate a nominee to the Board of Directors of the Company. American Lithium has nominated Ted O’Connor, its Executive VP, who has been appointed to the Board of Directors. Ted is a professional geoscientist and brings more than 30 years of experience in the exploration industry to the Company, he has extensive knowledge of different styles of lithium mineralization and has worked directly on American Lithium’s TLC Claystone Project for over 2 years since joining American Lithium
Mr. Greg Reimer, Chief Executive Officer, and Director commented “We are pleased to welcome Ted O’Connor to our board. Ted brings a wealth of knowledge and experience to Surge and will assist greatly as we further develop our Nevada North Lithium Project.”
In connection with the appointment of Mr. Ted O’Connor to the Company’s Board of Directors, the Company has received the resignation from Mr. Gordon Jung as a director of the Company. The Company wishes to thank Mr. Jung for his contributions to the Company as a director and wishes him well in his future endeavors.
Under the terms of the subscription agreement between the Company and American Lithium, American Lithium has the right for three years (or until its interest in the shares of the Company falls below 5%) to participate in future financings to maintain its interest in the Company. American Lithium has also agreed not to exercise its Warrants to the extent it would result in them holding more than 10% of the outstanding shares of the Company.
The Company has also entered into an advisory agreement (the “Advisory Agreement”) with American Lithium whereby American Lithium will provide technical advisory services to the Company, related to the development of the Nevada North Lithium Project, for an initial term of twelve (12) months upon payment of a $20,000 per month fee. The Advisory Agreement will give the Company access to American Lithium’s team of personnel experienced in the exploration and development of American Lithium’s lithium claystone project in Nevada.
About the Nevada North Lithium Project
The Company owns a 100% interest in the Nevada North Lithium Project and the first round of drilling identified strongly mineralized lithium bearing clays. The average lithium content within all near surface clay zones intersected in the 2022 drilling program, applying a 1000 ppm cut-off, was 3254 ppm. (Press release March 29, 2023).
On behalf of the Board of Directors
“Greg Reimer”
Greg Reimer,
President & CEO
Contact Information
Email: info@surgebatterymetals.com
Phone: 778-945-2656
Website: surgebatterymetals.com
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 release.
This document may contain certain “Forward-Looking Statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When used in this news release, the words “anticipate”, “believe”, “estimate”, “expect”, “target, “plan” or “planned”, “possible”, “potential”, “forecast”, “intend”, “may”, “schedule” and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to future prices of commodities including lithium and nickel, the accuracy of mineral or resource exploration activity, reserves or resources, regulatory or government requirements or approvals including approvals of title and mining rights or licenses and environmental, local community or indigenous community approvals, the reliability of third party information, continued access to mineral properties or infrastructure or water, changes in laws, rules and regulations including in the United States, Nevada or California or any other jurisdiction which may impact upon the Company or its properties or the commercial exploitation of those properties, currency risks including the exchange rate of USD$ for Cdn$ or other currencies, fluctuations in the market for lithium related products, changes in exploration costs and government royalties, export policies or taxes in the United States or any other jurisdiction and other factors or information. The Company’s current plans, expectations, and intentions with respect to development of its business and of its Nevada properties may be impacted by economic uncertainties arising out of any pandemic or by the impact of current financial and other market conditions (including US government subsidies or incentives) on its ability to secure further financing or funding of its Nevada properties. Such statements represent the Company’s current views with respect to future events and are necessarily based upon several assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political, environmental (including endangered species, habitat preservation and water related risks) and social risks, contingencies, and uncertainties. Many factors, both known and unknown, could cause results, performance, or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules, and regulations.
