Company Announcements

/NOT FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./

VANCOUVER, BC , May 14, 2025 /CNW/ -Lithium Energi Exploration Inc.(TSXV: LEXI) (the "Company" or "LEXI") is providing an update on Arena Investors LP's enforcement action.

As noted in the Company's news release dated May 8, 2025, Arena Investors LP ("Arena") has provided the Company with a notice pursuant to Section 61 of the Personal Property Securities Act (British Columbia) (the "Enforcement Action") that Arena seeks to seize all of the Company's property secured under the applicable security documents in full and final satisfaction for payment of the $7,000,000 in principal, and all associated interest, outstanding pursuant to the secured credit agreement entered into between the Company and Arena dated February 1, 2023, as amended (the "Credit Agreement").

So as to facilitate an orderly conclusion of the Enforcement Action, the Company agreed to not object to the Enforcement Action (the "No Objection Agreement") with respect to the foreclosure on the issued and outstanding shares in Lithium Energi Argentina S.A. (the "Collateral") in full satisfaction of all amounts owing under the Credit Agreement (the "Foreclosure"). After the completion of the Foreclosure, the Company will retain a limited cash balance and be fully and finally released from all claims which Arena, or its assigns, have in connection with the Credit Agreement.

Though LEXI is obligated to dispose of Collateral substantially in accordance with the terms and conditions of the Credit Agreement and security granted in relation thereto, which were entered into in compliance with Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the No Objection Agreement itself may constitute a "related party transaction" as such term is defined in MI 61-101 and such the exemption from the formal valuation requirements of MI 61-101 pursuant to section 5.5(b) of MI 61-101 and the "Financial Hardship Exemption" from minority approval requirements set out in subsection 5.7(1)(e) of MI 61-101 would apply.

The Company's board of directors and independent directors have determined that: (i) the Company is in serious financial difficulty, and as a result is unable to pay the amounts owing to Arena, or its assigns under the Credit Agreement, which Arena, and its assigns, are unwilling to convert into common shares of the Company; (ii) the No Objection Agreement is designed to improve the financial position of the Company, as it will preserve the Company's limited cash balances and provide the company with a full contractual release; and (iii) the terms of the transaction are reasonable in the circumstances, given that without the No Objection Agreement Arena, or its assigns, would have been entitled to all of the assets of the Company, including the Company's cash balances.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

In addition, LEXI wishes to advise that Rebecca Paisley has resigned as a director of the Company.

About Lithium Energi Exploration Inc.

Lithium Energi Exploration Inc. was historically an exploration company focused on the acquisition, exploration, and development of lithium brine assets in Argentina. 

ON BEHALF OF THE BOARD OF DIRECTORS

"Ali Rahman"

Ali Rahman,
Chief Executive Officer and Director

Neither the 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.

This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, including in relation to the Foreclosure are forward- looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements.

These forward-looking statements are based on reasonable assumptions and estimates of management of the Company at the time such statements were made. Actual future results may differ materially as forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to materially differ from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors, among other things, include: the ability of the Company to repay the Loan; and objections to the Foreclosure. Although the forward-looking statements contained in this news release are based upon what management of the Company believes, or believed at the time, to be reasonable assumptions, the Company cannot assure its shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended.

Readers  should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, the Company assumes no obligation to update the forward-statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.

SOURCE Lithium Energi Exploration Inc.