LibertyStream closes non-brokered private placement

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES LibertyStream Infrastructure Partners Inc. (TSXV: LIB | OTCQB: VLTLF | FSE: I2D) (“ LibertyStream ” or the “ Company ”) is pleased to announce that it has closed its previously announced non-brokered private placement of up to 25,000,000 units of the Company (each, a “ Unit ”) at a price of C$0.80 for aggregate gross proceeds of up to C$20,000,000 (the “ Offering ”). Pursuant to the Offering, the Company issued 25,000,000 Units at a price of C$0.80 per Unit for aggregate gross proceeds of C$20,000,000. Each Unit is comprised of one share of common stock in the capital of the Company (each, a “ Common Share ”) and one-half of one Common Share purchase warrant (each whole warrant, a “ Warrant ”).

Each Warrant is exercisable to purchase one additional Common Share at an exercise price of C$1.10 for a period of 24 months from the closing of the Offering. Certain insiders of LibertyStream and their affiliates, including Alex Wylie, President and Chief Executive Officer of the Company, participated in the Offering in the amount of C$2,178,912, which participation constitutes “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”). The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities to be purchased by insiders, nor the consideration for the securities to be paid by such insiders, will exceed 25% of the Company's market capitalization.

As closing of the Offering occurred within 21 days of the announcement of the Offering, the Company did not file a material change report in respect of the related party transaction at least 21 days before the closing. The Company deemed this circumstance reasonable in order to complete the Offering in an expeditious manner. The Offering was unanimously approved by the Company’s board of directors.

Further information regarding the interest in the Offering of every related party and the effect that the Offering will have on their percentage of securities of the Company will be provided in a material change report of the Company. The net proceeds from the Offering will be used to continue to develop the Company’s direct lithium extraction technology to improve operating efficiencies; continue the scale-up of its lithium carbonate production facilities in the Midland Basin in Texas; create avenues to provide lithium carbonate and other lithium product samples to potential future customers and off-takers; and for general working capital and corporate purposes. In connection with the Offering, the Company paid the following finder’s fees to registered investment dealers and exempt market dealers (each, an “ Eligible Broker ”) in connection with sales by such Eligible Brokers in connection with the Offering: (i) cash commissions of C$171,384; and (ii) issued 214,230 non-transferable compensation warrants.