Lomiko Metals securityholders approve arrangement with Global Battery Materials
Key facts
- All-cash takeover
- $0.13/sh
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.
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