VANCOUVER, BRITISH COLUMBIA–(Marketwired – Feb. 22, 2017) – Oakham Capital Corp. (“Oakham“) (NEX:OKM.H) is pleased to announce that it has changed its name to “LSC Lithium Corporation” (“LSC“) and closed its previously announced qualifying transaction (the “Qualifying Transaction“), consisting of the acquisition of all of the issued and outstanding common shares in the capital of LSC Lithium Inc. (“LSC Lithium“) by way of a “three-cornered amalgamation” pursuant to the provisions of the Business Corporations Act (British Columbia) (the “Amalgamation“). In connection with the closing of the Qualifying Transaction, Oakham reconstituted its management and board of directors as noted below. Enirgi Group Corporation is now the largest shareholder of LSC, holding approximately 18.19% of LSC’s common shares.
Immediately prior to the closing of the Qualifying Transaction, Oakham filed articles of amendment to effect the consolidation of its issued and outstanding common shares on the basis of 1 new share for every 6.5 outstanding shares, thereby reducing the number of its issued and outstanding shares to 615,385 common shares.
Pursuant to the Amalgamation, (i) each outstanding LSC Lithium common share was exchanged for LSC common shares on a one-for-one basis, and (ii) each outstanding LSC Lithium warrant was exchanged for LSC warrants on a one-for-one basis on the same terms and conditions as contained in the LSC Lithium warrants.
Final acceptance of the Qualifying Transaction will occur upon the issuance of the Final Exchange Bulletin (the “Exchange Bulletin“) by the TSX Venture Exchange (the “TSXV“). Subject to final approval by the TSXV, LSC will no longer be a capital pool company and will be classified as a Tier 2 Mining Issuer pursuant to TSXV policies and its common shares are expected to commence trading on the TSXV at the opening of the markets on February 28, 2017 under the ticker symbol “LSC“. LSC will issue a news release once the TSXV issues its final exchange bulletin and will then advise of the expected listing date.
LSC Lithium and its subsidiaries hold interests in various lithium brine properties in Argentina. The business of LSC will be to manage and operate the business of LSC Lithium. LSC intends to pursue additional lithium property acquisitions in Argentina and to advance its properties to commercialization as soon as possible.
Private Placement
Prior to the closing of the Qualifying Transaction, LSC Lithium completed its financing of 30,769,231 subscription receipts (the “Subscription Receipts“) at a price of C$1.30 each for aggregate gross proceeds of C$40,000,000. The financing was completed in two tranches. At the closing of the Qualifying Transaction, the holders of the Subscription Receipts received 30,769,231 common shares of LSC. In connection with the private placement, agents’ commissions and finders fees totalling C$2,343,286 and warrants to purchase 1,802,526 LSC Lithium common shares exercisable at a price of C$1.30 per share for a period of 12 months following the applicable closing were issued.
Capitalization
Following the closing of the Qualifying Transaction, LSC has 84,695,841 common shares issued and outstanding. Assuming the conversion of all outstanding options and warrants, the fully diluted capital of LSC is 108,707,183 common shares.
Escrowed Securities
Pursuant to the terms of an escrow agreement among LSC, TSX Trust Company (as escrow agent) and certain shareholders of LSC, common shares and common share purchase warrants of LSC will be placed in escrow, to be released in tranches over 36 months after the issuance of the Exchange Bulletin.
Directors and Officers
As a result of the closing of the Qualifying Transaction, the directors and officers of LSC are now:
| Wayne Richardson | Chairman, President and Chief Executive Officer |
| Stephen Dattels | Director |
| Peter Robson | Director |
| Bryan Smith | Director |
| Robert Metcalfe | Director |
| Trevor Eyton | Director |
| Lincoln Greenridge | Chief Financial Officer |
| D’Arcy Doherty | VP, Legal, & Corporate Secretary |
| Jessica Helm | VP, Corporate Communications and Investor Relations |
Further details on the Qualifying Transaction are set out in LSC’s filing statement dated January 27, 2017 (the “Filing Statement“) available under LSC’s profile at www.sedar.com. The Filing Statement describes the terms of the Amalgamation and also includes a summary of the National Instrument 43-101 technical report with respect to the material properties of LSC.
Neither the TSX Venture Exchange Inc. 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.
Completion of the Qualifying Transaction is subject to a number of conditions, including but not limited to, final Exchange acceptance. There can be no assurance that the Qualifying Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the filing statement prepared in connection with the Qualifying Transaction, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon.
The TSX Venture Exchange Inc. has neither approved nor disapproved the contents of this press release.
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