Vancouver, British Columbia – Bearing Lithium Corp. (“Bearing” or the “Company“) (TSX Venture: BRZ) (OTCQB: BRGRF) (FRANKFURT: B6K1) is pleased to announce that, further to its news release dated June 29, 2018, it has now received final approval of the Supreme Court of British Columbia for its previously announced spin-out transaction.
The spin-out transaction will be completed by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia) (the “Arrangement”), which received approval of the Bearing shareholders at a shareholders meeting held June 28, 2018 and received final approval of the Supreme Court of British Columbia on July 4, 2018.
Under the terms of the Arrangement, Bearing will transfer its interests in exploration projects in the gold district of the Yukon and a lithium project in Nevada in exchange for 5,510,000 common shares of SpinCo (the “Consideration Shares”). Bearing will retain 2,755,000 Consideration Shares and will spin out 2,755,000 Consideration Shares (the “Spin-Out Shares“) to Bearing shareholders. Bearing will continue to hold its interest in the Maricunga Project in Chile as well as its shares in Commander Resources Ltd. Pursuant to the Arrangement, Bearing shareholders will receive 0.049921 of a Spin-Out Share for each existing common share of Bearing (each, an “Existing Common Share”). In addition, to facilitate the Arrangement, each Existing Common Share will be exchanged for one new common share of Bearing.
Bearing anticipates that the Arrangement will close during the week of July 20, 2018 and will provide a further update to its shareholders once the closing date has been confirmed.