April 22, 2021 – International Battery Metals Ltd. (the “Company”) (CSE: “IBAT”) is pleased to announce the results of its special meeting of Shareholders (the “Meeting”) held on April 19, 2021.
A total of 35,391,321 common shares were represented at the Meeting, being 28.92 % of the common shares issued and outstanding. The following items of business before the Meeting were approved:
An amendment to the Company’s stock option plan, where the 10% of the outstanding maximum number of Common shares which may be reserved for issuance to Insiders under the Plan shall no longer be reduced by any common shares reserved for issuance to Insiders under any other share compensation plans.
An issuance on a private placement basis of 17,250,000 units of the Company at $0.58 per unit to Sorcia Minerals LLC and EVL Holdings LLC, related parties of the Company. Each unit will consist of one common share and one share purchase warrant. Each warrant will be exercisable to purchase an additional common share at a fixed price $0.58 per share for a period of two years from closing. Under the terms of the private placement, the Placees will be granted a pre-emptive right for 2 years from closing in respect of any equity securities issuance by the company to purchase, at fair market value, the amount of securities required to maintain their percentage holdings of the company. The Placees have agreed to vote with management on general meeting matters within the two-year period. Since the proposed Placees are insiders, the transaction was approved by minority shareholders in accordance with the requirements of the Multilateral Instrument 61-101 – Protection of Minority Shareholders in Special Transactions.
Voting was as follows:
For: 5,494,760 (87.44%) Against: 789,395 (12.56%)
The interested parties and the company directors and officers abstained from voting. 3. An increase in the number of directors to five (5) persons.