Vancouver, British Columbia, February 23, 2022 – (TSXV: BRZ) Bearing Lithium Corp. (the “Company” or “Bearing“) is pleased to announce that further to the news release dated February 14, 2022, it has completed the second and final tranche (the “Second Tranche“) of its non-brokered private placement of common shares (the “Common Shares“) of the Company (the “Private Placement“).
In connection with the Second Tranche, the Company issued an aggregate of 8,500,000 Common Shares at a price of $0.25 per Common Share for aggregate gross proceeds of $2,125,000. All Common Shares issued in connection with the Second Tranche are subject to a statutory hold period of four month and one day. Collectively between the first and Second Tranche, the Company issued an aggregate of 16,000,000 Common Shares for gross proceeds of $4,000,000.
Two insiders of the Company participated in the Private Placement and have acquired an aggregate of 1,280,000 Common Shares. The participation by the insiders in the Private Placement is considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61- 101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, as neither the fair market value of the securities being issued nor the consideration being paid exceeds 25% of the Company’s market capitalization.
In connection with the Second Tranche, the Company will pay finders fees to eligible parties in the amount $65,250 and issue to the finder’s an aggregate of 266,000 non-transferable finders warrants (the “Compensation Warrants“). The Compensation Warrants are exercisable for a period of twenty-four (24) months from the date of issue and entitle the holder thereof to acquire one Common Share of the Company at a price of $0.40 per Compensation Warrant. The net proceeds from the Private Placement will be used for general working capital purposes and to fund future capital calls of the Maricunga Project Joint Venture. The Private Placement remains subject to final acceptance from the TSX Venture Exchange.
ABOUT BEARING LITHIUM CORP.
Bearing Lithium Corp (BRZ) is a pure-play lithium company focused on the development of Chile’s next high-grade lithium mine. The Maricunga JV, in which Bearing holds a 17.14% interest, is the highest quality pre-production lithium brine project in South America and has one of the world’s highest-grade lithium resources at 1,167 mg/l lithium and 8,500 mg/l potassium. The September 2021 NI 43-101 compliant resource estimate for the deposit totals 2.9 Mt LCE now all classified as Measured and Indicated. Over US$67 million has been invested in the Maricunga Project to date.
For more information, please visit www.bearinglithium.com and www.sedar.com. BRZ.V. For more Information, please contact:
Ray Baterina, Corporate Secretary
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the closing of any additional tranches of the Private Placement, the use of proceeds from the Private Placement and the receipt of final approval of the Private Placement from the TSXV. Generally, forward looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases orstate that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Bearing, as the case may be, to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, geopolitical and social uncertainties; the closingof any additional tranches of the Private Placement; risks associated with operation in foreign jurisdictions; and other risks inherent in the mining industry. Although Bearing has attempted to identify important factors that couldcause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly,readersshould not place unduereliance on forward-looking information. Bearing does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“) or any state securities laws and maynot be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act
and applicable state securities laws or an exemption from such registration is available. Reader Advisory
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