Stria Lithium Announces Reverse Takeover with Grafoid Inc. and Announces Changes to Executive Leadership Team and Board of Directors

OTTAWA, Sept. 28, 2020 (GLOBE NEWSWIRE) -- Stria Lithium Inc. (“Stria” or the “Company”) (TSX-V: SRA), announced today that the Company has signed a letter of intent dated September 23, 2020 (the “LOI”) with Grafoid Inc. (“Grafoid”), a private corporation incorporated under the laws of the Province of Ontario, which sets forth the general terms and conditions of a proposed business combination transaction that will result in a reverse takeover of Stria by Grafoid Shareholders (the “Acquisition”).

Subject to the conditions set forth in the LOI, Stria and Grafoid will enter into a business combination transaction by way of a share exchange, amalgamation, arrangement or similar form of transaction, which will result in Grafoid becoming a wholly-owned subsidiary of Stria or otherwise combining its corporate existence with that of Stria. The final structure of the Acquisition is subject to receipt of final tax, corporate and securities law advice for both Stria and Grafoid. The successor reporting issuer corporation to Stria, after having combined its operations with Grafoid, whether or not Grafoid remains a separate subsidiary of Stria or the two corporations are formally combined, is referred to herein as the “Resulting Issuer” and common shares of the Resulting Issuer are referred to herein as the “Resulting Issuer Shares”.  

Prior to the closing of the Acquisition, (i) Stria will settle an outstanding debt totalling $500,000 by way of a shares-for-debt transaction pursuant to which Stria is expected to issue 25,000,000 Stria Shares at an issuance price of $0.02 per Stria Share (the “Stria Shares-for-Debt Transaction”) and (ii) Stria will complete a 25-for-1 share consolidation of the Stria Shares (the “Share Consolidation”).

Concurrent with the closing of the Acquisition, Stria will complete an equity financing of Resulting Issuer Shares on a post-Share Consolidation basis.

It is anticipated that the board of directors of Stria shall be re-structured to consist of up to 10 directors, 6 of which shall be a nominee of Grafoid. Stria will take all necessary steps to ensure that upon Closing, such nominees have been duly elected or appointed as directors of Stria.

The Acquisition is subject to, among other details, mutual due diligence, approval of Stria Lithium Shareholders and approval of the new listing by the TSX-V as applicable, and standard closing conditions, including the conditions described herein.