Lift Closes Transaction With Azimut for 50% Interest in Galinee Property

Executive Summary

• Li‑FT Power Ltd. closed the acquisition of a 50% interest in the Galinée lithium property from Azimut Exploration Inc., issuing 2,000,000 common shares and granting a 1.4 % NSR royalty.
• The transaction includes a deferred cash consideration of $1.5 million payable upon completion of an economic study or within 18 months, whichever occurs first.
• The acquisition moves Li‑FT closer to meeting its conditions for a potential takeover of Winsome Resources Ltd., enabling the combination of the Adina and Galinée properties to unlock greater value from the Adina lithium deposit.

Key Details

• Acquired Interest: 50 % of the Galinée Property (Québec) previously owned by Azimut Exploration Inc.
• Consideration Paid:
• Issuance of 2,000,000 Li‑FT common shares.
• Grant of a 1.4 % net smelter return (NSR) royalty on the Galinée Property, shared proportionally with SOQUEM Inc., which holds the remaining interest.
• Deferred Consideration: $1,500,000 payable in cash or, at the Company’s discretion and subject to definitive agreement conditions, in additional Li‑FT common shares. Payment triggers: (i) completion of an economic study on Galinée, or (ii) 18 months after closing—whichever occurs first.
• Share Hold Period: All shares issued under this transaction are subject to a statutory hold period of four months and one day per Canadian securities regulations.
• Strategic Rationale: The acquisition aligns with Li‑FT’s offer to acquire Winsome Resources Ltd., allowing the company to combine the adjacent Adina and Galinée lithium deposits, potentially increasing the scale and value of the flagship Adina project.
• Commentary: Francis MacDonald, President & CEO, stated that closing the 50 % acquisition brings Li‑FT “one step closer to satisfying the conditions outlined in our offer to acquire Winsome Resources” and will help unlock the true value of the Adina lithium deposit.

Notable Quotes

“With the closing of the 50% acquisition of the Galinée property, LIFT is one step closer to satisfying the conditions outlined in our offer to acquire Winsome Resources. By combining the Adina and Galinée properties the true value and scale of the Adina lithium deposit can be unlocked.” – Francis MacDonald, President & CEO, Li‑FT Power Ltd.