Lomiko Metals Inc. (TSX-V: LMR, OTC: LMRMF, FSE: DH8C) (“Lomiko& or the “Company&) is pleased to announce the results of the special meeting (the “Meeting&) of holders (“Shareholders&) of common shares (“Shares&) and holders (together with Shareholders, the “Securityholders&) of common share purchase warrants (“Warrants&) held earlier today. At the Meeting, the Securityholders voted in favour of the special resolution (the “Arrangement Resolution&) approving the previously announced plan of arrangement (the “Arrangement&) under the Business Corporations Act (British Columbia).
The purpose of the Arrangement is to effect, among other things, and subject to the satisfaction or waiver of all applicable conditions precedent, in an all-cash transaction, the acquisition by Global Battery Materials Corp. (“GBM&) of the outstanding Shares of Lomiko for $0.13 per Share, all in accordance with the terms of the arrangement agreement dated July 27, 2026 between Lomiko and GBM (the “Arrangement Agreement&).
The Arrangement Resolution was approved by: (i) 88.13% of the votes cast by the Shareholders present in person or represented by proxy at the Meeting; (ii) 87.81% of the votes cast by the Securityholders present in person or represented by proxy at the Meeting, voting together as a single class; and (iii) 86.34% of the votes cast by the Shareholders present in person or represented by proxy at the Meeting, excluding votes attached to the Shares held by persons described in items (a) through (d) of Section 8.1(2) of Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions.
Belinda Labatte, Executive Chair of the Board of Directors of Lomiko, stated: “I would like to take this opportunity to thank our board of directors and members of the special committee for their advice and guidance throughout this process and our journey together at Lomiko; the special committee financial advisor, EY Parthenon; the services of Evans & Evans, Inc. for their fairness opinion; and Olympia Trust Company, Carson Proxy and the Fasken Martineau DuMoulin LLP team for their ongoing advisory work at Lomiko and transaction advice throughout this intense and complex process. Finally, I thank our partners, team members and investors for their support of this transaction.&
The Arrangement remains subject to final approval by the Supreme Court of British Columbia (the “Court&). The Company intends to seek a final order of the Court approving the Arrangement, which is expected to be heard during the week of September 28, 2026 at the courthouse located at 800 Smithe Street, Vancouver, B.C. or in such other place as the Court may determine. Assuming all other closing conditions under the Arrangement Agreement are satisfied, it is expected that the Arrangement will be completed shortly thereafter.
Further information about the Arrangement can be found in the Company&s management information circular dated August 26, 2026 for the Meeting, which is available under the Company&s profile on SEDAR+ at www.sedarplus.ca and on the Company&s website at www.lomiko.com.
About Lomiko Metals Inc.
The Company holds mineral interests in its advanced La Loutre Graphite Project in southern Québec. The La Loutre Graphite Project site is within the Kitigan Zibi Anishinabeg (KZA) First Nation&s territory, which is situated within the Outaouais and Laurentides regions. Located 180 kilometers northwest of Montreal, the property consists of one large, continuous block with 76 mineral exclusive exploration rights totaling 4,528 hectares (45.3 km2). The Company also holds an interest in seven early-stage projects in southern Québec, including Ruisseau, Tremblant, Meloche, Boyd, Dieppe, North Low, and Carmin, covering 328 exclusive exploration rights over 18,622 hectares in the Laurentian region of Québec and within KZA territory. The Company has optioned an early-stage property prospect in the precious metals, antimony, and REEs. The Yellow Fox Property is located approximately 10 km southwest of the Town of Glenwood, NL, and south of the Trans-Canada Highway.
For more information on Lomiko, visit the website at www.lomiko.com, contact Gordana Slepcev at 647-391-7344 or email: [email protected].
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.
Forward-Looking Information
This news release contains “forward-looking information& within the meaning of applicable securities laws. Forward-looking information may be identified by statements including words such as: “anticipate,& “intend,& “plan,& “budget,& “believe,& “project,& “estimate,& “expect,& “scheduled,& “forecast,& “strategy,& “future,& “likely,&
“may,& “to be,& “could,& “would,& “should,& “will& and similar references to future periods or the negative or comparable terminology, as well as terms usually used in the future and the conditional.
Forward-looking information may include, without limitation, statements regarding the expected benefits of the Arrangement, the timing of various steps to be completed in connection with the Arrangement, the anticipated timing and completion of the Arrangement, the receipt of required court, regulatory and stock exchange approvals, the satisfaction or waiver of the conditions to completion of the Arrangement, and other statements that are not material facts.
Forward-looking information is based on assumptions that may prove to be incorrect, including but not limited to, that the parties will receive, in a timely manner and on satisfactory terms, the necessary court, stock exchange and regulatory approvals, and that the parties will otherwise be able to satisfy, in a timely manner, the other conditions to the closing of the Arrangement.
The Company considers these assumptions to be reasonable in the circumstances. However, there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. By its nature, forward-looking information involves known and unknown risks, uncertainties, changes in circumstances and other factors that are difficult to predict and many of which are outside of the Company&s control, which may cause actual results to differ materially from any future or potential results expressed or implied by such forward-looking information.
Important factors that could cause actual results to differ materially from those indicated in the forward-looking information include, among others: (i) the possibility that the Arrangement will not be completed on the terms and conditions, or on the timing, currently contemplated, and that it may not be completed at all, due to a failure to obtain or satisfy, in a timely manner or otherwise, required court and regulatory approvals or for other reasons; (ii) the possibility of adverse reactions or changes in business resulting from the announcement or completion of the Arrangement; (iii) risks relating to the Company's ability to retain and attract key personnel during the interim period; (iv) the possibility of litigation relating to the Arrangement; (v) the potential of a third party making a superior proposal; (vi) risks related to diverting management's attention from the Company's ongoing business operations; and (vii) other risks inherent to the business carried out by the Company and factors beyond its control which could have a material adverse effect on the Company or its ability to complete the Arrangement. The Company has assumed that the risk factors referred to above will not cause such forward-looking statements and information to differ materially from actual results or events. The reader is cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking statements.
Other than as specifically required by applicable Canadian law, the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, whether as a result of new information, future events or results, or otherwise.
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