American Salars Completes Acquisition of Hardrock LCT Pegmatite Property

Executive Summary

• American Salars Lithium Inc. completed the acquisition of 100% of 1447377 BC Ltd., gaining full ownership of the Hardrock LCT Pegmatite Property in Ceará, Brazil.
• The transaction was funded by issuing 3,500,000 units at a deemed price of $0.07 per unit; each unit includes one common share and one warrant to purchase an additional share at $0.20 for three years.
• The acquisition is a related‑party transaction exempt from MI 61‑101 valuation and minority‑shareholder approval requirements.

Key Details

• Target: 1447377 BC Ltd., owner of the Hardrock LCT Pegmatite Property (10 mineral claims, 18,083 ha) in the Jaguaribe/Solonópole region, Ceará, Brazil.
• Consideration: 3,500,000 units issued at $0.07 per unit (total deemed consideration ≈ $245,000).
• Unit Structure: Each unit = 1 common share + 1 transferable warrant to purchase an additional share at $0.20 for three years from issuance.
• Statutory Hold Period: All securities subject to a four‑month‑plus‑one‑day hold period under applicable securities legislation.
• Related‑Party Disclosure: CEO Nick Horsley is a director and indirect shareholder of 1447377 BC Ltd.; transaction qualifies as a related‑party transaction under MI 61‑101.
• Exemptions Applied:
• Valuation exemption – fair market value of consideration ≤ 25 % of American Salars’ market capitalization (Section 5.5(b) MI 61‑101).
• Minority‑shareholder approval exemption – same threshold applies (Section 5.7(a) MI 61‑101).
• Due Diligence: Independent board members engaged Mitchell Lavery to review geological data and assess the acquisition’s merit.

Notable Quotes

“We are pleased to complete this strategic acquisition, which adds a high‑potential lithium‑bearing pegmatite asset in Brazil to our portfolio,” – R. Nick Horsley, CEO.