Lombard Street Capital Corp. Files Filing Statement for Qualifying Transaction with Lithium Africa Resources Corp.

Executive Summary

• Lombard Street Capital Corp. (TSXV: LSC.P) provided an update on its proposed qualifying transaction to acquire 100% of Lithium Africa Resources Corp. (LARC).
• Conditional TSXV approval was received on Dec 12, 2025; the targeted closing date is around Jan 16, 2026, subject to JV amendment and other customary conditions.
• Lombard agreed to extend a C$250,000 loan to LARC at 12% annual interest, secured by a debenture over all of LARC’s assets.

Key Details

• Conditional TSXV Approval (Dec 12, 2025): Final approval contingent on LARC amending its joint‑venture agreement with GFL International Co., Ltd. (“JV Amendment”).
• Share Consolidation: On Sep 30, 2025 shareholders approved a 24‑for‑1 consolidation of Lombard’s common shares and the move of the corporation from Ontario to the Cayman Islands.
• LARC Shareholder Approval (Oct 9, 2025): Extraordinary meeting approved completion of the transaction.
• Target Closing Date: On or around Jan 16, 2026, pending satisfaction of all TSXV‑imposed and customary closing conditions.
• Post‑Closing Structure: Upon completion, Lombard will be renamed “Lithium Africa Corp.” and trade on the TSX Venture Exchange under ticker LAF.
• Trading Halt: Until final exchange bulletin is issued, Lombard’s shares remain halted per TSXV policy.
• Loan to LARC: C$250,000 loan at 12% per annum, evidenced by a promissory note and secured by a Cayman‑law governed debenture covering all of LARC’s assets; approved under TSX Venture Exchange Policy 2.4.
• Joint‑Venture (LAR‑GFL JV): LARC holds an indirect 50% interest in a portfolio of hard‑rock pegmatite exploration assets across Ivory Coast, Guinea, Mali, and Zimbabwe through its 50/50 JV with GFL International.

Notable Quotes

(No direct quotes were included in the release.)