Li-Metal Announces US$750,000 Equity Financing and Plans to Raise up to US$10.0 Million

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Funding will position Li-Metal to build out commercial-scale anode capabilities in 2024

TORONTO, ON / ACCESSWIRE / April 19, 2024 / Li-Metal Corp. (CSE:LIM)(OTCQB:LIMFF)(FRA:5ZO) ("Li-Metal" or the "Company"), a developer of lithium metal anode and lithium metal production technologies critical for next-generation batteries, is pleased to announce that it has received a commitment for a US$750,000 subscription (the "Subscription") for units of the Company from North Carolina-based Blue Horizon Advisors LLC ("Blue Horizon" or the "Subscriber"). In addition, the Company announces that it intends on completing a further equity financing for approximately US$10 million (the "Subsequent Financing").

Pursuant to the terms of the Subscription, which is expected to close on April 25, 2024 (the "Closing Date"), Blue Horizon has agreed to subscribe for 5,161,500 units (the "Units") of the Company at an issue price of CDN$0.20 per Unit for an aggregate subscription price of CDN$1,032,300 (US$750,000). Each Unit will be comprised of one common share (a "Common Share") and one-half of one share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to acquire one additional common share at an exercise price of $0.63 per common share per common share) for a period of three years from the date of closing of the issue. Should the Company's Common Shares have a closing price on the Canadian Securities Exchange (the "CSE") (or such other securities exchange on which the Common Shares may be traded at such time) of $1.60 or greater per Common Share for a period of 10 consecutive trading days at any time after the issuance of the Warrants, then the Company may accelerate the expiry date of the Warrants by giving notice to the holders thereof (by disseminating a news release advising of the acceleration of the expiry date of the Warrants) and, in such case, the Warrants will expire on the 30^th day after the date of such notice.

In addition, the Subscription contains a ratchet provision (the "Ratchet") which provides that:

Blue Horizon's effective per Unit price will be adjusted if securities are issued at a lower price in the Subsequent Financing; and

If investors in the Subsequent Financing receive warrants with an exercise price less than the exercise price of the Warrants received by Blue Horizon, then the exercise price of the Warrants received by Blue Horizon shall be adjusted downward to be the same as the exercise price for the warrants received by such investors in the Subsequent Financing.