Lions Bay Announces Offer to Acquire Balance of Consolidated Potash Corporation

May 04, 2018 2:41 PM EDT | Source: Lions Bay Capital Inc.

Vancouver, British Columbia--(Newsfile Corp. - May 4, 2018) - Lions Bay Capital Inc. (TSXV: LBI) ("Lions Bay") is pleased to announce that it has resolved to make an offer to the shareholders of Consolidated Potash Corporation Limited (CPC) to acquire the 53.5% of CPC that it does not already own (the "Offer").

  • The Offer is for one new Lions Bay common share for each CPC share held representing a total issue of 12,206,992 new common shares in Lions Bay at a price of C$0.10 per share.
  • Lions Bay has received indicative support for the Offer from shareholders of CPC representing 52% of the 53.5% being purchased.
  • Subject to the applicable Australian legislation, Lions Bay anticipates reaching 100% ownership of CPC.
  • The Offer is subject to TSXV approval for the issue of the 12,206,992 common shares.

CPC (formerly Aqua Guardian Group) continues to make progress in commercialising the aMES™ technology, particularly for applications in the potash sector. CPC is in discussions with several potash project proponents regarding potential use of the aMES™ technology and is continuing to make progress at the flagship Karinga Lakes sulphate of potash project in Australia.

On the 30th of April 2018, CPC's Karinga Lakes project partner and operator, Verdant Minerals, provided the following update to the Australian Stock Exchange:

"During the quarter, Consolidated Potash Corporation and its corporate affiliate Activated Water Technologies (AWT) continued to test the performance of the aMES™ technology on brine and salt samples sourced from the Karinga Lakes project. Significant progress continues to be made in process flow sheet design improvements, including successful validation that potassium sulphate (SOP) can be produced from the Karinga Lakes with aMES™ technology, without the need for flotation and its associated reagents and fresh water usage. In order to scale-up the highly encouraging laboratory scale aMES™ test work, AWT and its strategic research partner, Victoria University's Institute for Sustainable Industries & Liveable Cities, have designed and are in the early stages of constructing a larger capacity aMES™ pilot plant, that will assist in further optimising and validating the sulphate of potash flow sheet design. Given the potential of aMES™ technology to eliminate the capital and operating costs of a remote fresh water bore field and a flotation plant, and is also anticipated to require substantially less reagents during SOP processing, the Karinga Lakes project partners continue to be encouraged by the transformative potential of the technology in the extraction of valuable minerals from salt lake brine resources."

As part of the transaction, the CEO of CPC, Mr Bahay Ozcakmak, will join the board of Lions Bay as an executive director, effective 4 May 2018.

To coincide with the announcement of the transaction, Lions Bay will be attending the Mines & Money conference in New York on 8th and 9th of May and will be meeting with institutional investors to outline the rationale for the Offer and provide a general corporate update.

This additional information is summarised in an updated corporate presentation (dated 4 May 2018), and is now available on the Lions Bay Capital website.

About Lions Bay Capital Inc.

Lions Bay Capital Inc. is a TSXV-listed Investment Issuer that is focussed on high return investment opportunities, principally in the mining, clean energy and clean technology sectors, where it will provide public and private companies early-stage financial support by way of equity or debt.

On behalf of the Board of Lions Bay.

John Byrne
Director
Tel: +61 3 9236 2800
Email: jbyrne@lionsbaycapital.com

For more information, please visit the corporate website at www.lionsbaycapital.com or contact:

Investor Contact:
John Byrne
Director
Tel: +61 3 9236 2800
Email: jbyrne@lionsbaycapital.com

Bahay Ozcakmak
Director
+61 3 9236 2800
bahay@lionsbaycapital.com

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 NEWS RELEASE.

Cautionary Statement Regarding Forward-Looking Information

This press release contains "forward-looking statements" or "forward-looking information" (collectively referred to herein as "forward-looking statements") within the meaning of applicable securities legislation. Such forward-looking statements include, without limitation, forecasts, estimates, expectations and objectives for future operations that are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "will", "plan", "intends", "may", "will", "could", "expects", "anticipates" and similar expressions. Further disclosure of the risks and uncertainties facing Lions Bay and other forward-looking statements are discussed in Lions Bay's Management's Discussion and Analysis which is available under the Company's profile on www.sedar.com.

Forward-looking statements are based on assumptions made by and information currently available to the Company. Although management considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. By their very nature, forward-looking statements involve inherent risks and uncertainties and readers are cautioned not to place undue reliance on these statements as a number of factors could cause actual results to differ materially from the beliefs, plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements. These factors include, for the Company and the companies it is invested in, but are not limited to, commodity prices, fluctuations in revenues and expenses, need for additional funding, availability of such additional funding and that funding will be on acceptable terms, retention of key employees, economic conditions, currency fluctuations, competition and regulations, legal proceedings and risks related to operations in foreign countries.

The forward-looking statements in this press release are made as of the date they are given and, except as required by applicable securities laws, the Company disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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