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Desert Lion Energy Shareholders Approve Merger with Lepidico

TORONTO, June 27, 2019 (GLOBE NEWSWIRE) -- Namibian lithium developer Desert Lion Energy Inc. (DLI.V) ("Desert Lion Energy" or the "Company") is pleased to announce (i) the results of its annual general and special meeting of shareholders (the “AGM”) held on Thursday, June 27, 2019 in Toronto, Canada; and (ii) that at the AGM the shareholders of the Company (“DLI Shareholders”) approved the acquisition of the Company by ASX-Listed Lepidico Ltd (“Lepidico”) that was previously announced on May 7, 2019, whereby a wholly-owned subsidiary of Lepidico will acquire all of the outstanding common shares of Desert Lion Energy in exchange for 5.4 Lepidico shares for each common share of Desert Lion Energy held (the “Transaction”).

The Transaction

At the AGM, a special resolution approving the Transaction was approved by 99.22% of the votes cast at the meeting in person or by proxy. The Transaction, which will be effected by way of a Plan of Arrangement under the Business Corporations Act (Ontario), is subject to receipt of court and regulatory approvals. The court hearing for the final order to approve the Transaction is scheduled to take place on July 4, 2019. The Transaction is expected to be completed by mid-July 2019.

The Transaction is more fully described in the management information circular (the “Circular”) which was mailed to DLI Shareholders of record as of May 23, 2019. The Circular is available under Desert Lion Energy’s profile on SEDAR at www.sedar.com.

Other Resolutions

In addition, the nominees listed in the Circular were elected to the board of directors of the Company to hold office until the next annual meeting of DLI Shareholders or until their successors are duly appointed or elected.

Nominee Percentage of Votes
For
Percentage of Votes
Withheld
Tim Johnston 99.96% 0.04%
Adonis Pouroulis 99.96% 0.04%
Atul Bali 99.98% 0.02%
Chris Berry 79.93% 20.07%

A total of 52,829,177 common shares were voted at the AGM, representing approximately 49.95% of the issued and outstanding common shares of the Company.

In addition, DLI Shareholders received the audited consolidated financial statements of the Company for the year ended December 31, 2018 and approved all of the other resolutions detailed in the Circular and put forward at the AGM, namely:

  • Re-appointing UHY McGovern Hurley LLP, Chartered Accountants, as auditor of the Company for the ensuing year and authorizing the directors to fix the auditor’s remuneration; and
  • Approving the Company’s stock option plan for the ensuing year, reserving for grant options to acquire up to a maximum of 10% of the issued and outstanding Desert Lion Energy common shares calculated at the time of each stock option grant.

Shares for Debt Settlements

Desert Lion Energy is also pleased to announce that it has entered into agreements to settle $545,346.60 of indebtedness owed to various creditors through the issuance of 2,396,333 common shares of the Company (the "Common Shares") at an effective price per Common Share of $0.23.

The issuance of the Common Shares is subject to the approval of the TSX Venture Exchange and the Common Shares will be subject to a hold period of four months and one day from the date of completion of the debt settlement.

About Desert Lion Energy

Desert Lion Energy is an emerging lithium development company focused on building Namibia’s first large-scale lithium mine to be located approximately 210 km from the nation’s capital of Windhoek and 220 km from the Port of Walvis Bay. The Company’s Rubicon and Helikon mines are located within a 501 km² prospective land package. The project site is accessible year-round by road and has access to power, water, rail, port, airport and communication infrastructure.

Cautionary Note Regarding Forward-Looking Statements

This news release contains “forward-looking information” within the meaning of applicable securities laws. Generally, any statements that are not historical facts may contain forward-looking information, and 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 or indicates that certain actions, events or results “may”, “could”, “would”, “might” or “will be” taken, “occur” or “be achieved.” Forward-looking information is based on certain factors and assumptions management believes to be reasonable at the time such statements are made, including but not limited to (i) the risk of the Company not being able to obtain court or regulatory approvals to proceed with the Transaction; (ii) the risk of unanticipated material expenditures required by the Company prior to completion of the Transaction, (iii) risks relating to the assumptions and expectations with regard to the Transaction, its completion and anticipated benefits and advantages, and (iv) such other assumptions and factors as set out in the Circular.

Although the Company has attempted to identify important factors that cause results not to be as anticipated, estimated or intended, there can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Forward-looking information is made as of the date of this news release and the Company does not undertake to update or revise any forward-looking information that is included herein, except in accordance with applicable securities laws.

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

For more information, please contact:

Desert Lion Energy Inc.
Tim Johnston, Chief Executive Officer
Tel: (416) 309-2953
Email: info@desertlionenergy.com