POCML 3 Inc.
TSX VENTURE : PWR

May 12, 2016 16:59 ET

POCML 3 and Neo Lithium Announce Completion of $11,450,000 Financing

TORONTO, ONTARIO--(Marketwired - May 12, 2016) -

NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO UNITED STATES NEWSWIRE SERVICES

POCML 3 Inc. ("POCML 3") (TSX VENTURE:PWR) and Neo Lithium Corp. ("Neo Lithium") are pleased to announce that Neo Lithium has raised gross proceeds of $11,450,000 pursuant to a private placement financing (the "Financing") completed today. Pursuant to the Financing, Neo Lithium issued an aggregate of 11,450,000 common shares ("Common Shares") at a price of $1.00 per Common Share. The Common Shares issued pursuant to the Financing were sold on a brokered basis pursuant to an agency agreement between Clarus Securities Inc., PowerOne Capital Markets Limited, GMP Securities Inc. (collectively, the "Agents") and Neo Lithium. An aggregate of 572,500 broker warrants were issued to the Agents in connection with the Financing, each entitling the holder to acquire one Common Share at an exercise price of $1.00 for a period of two years.

The Financing is being completed in connection with the business combination of POCML 3 and Neo Lithium pursuant to the terms of a previously announced definitive agreement between POCML 3 and Neo Lithium effective as of April 8, 2016 (the "Transaction"). The Transaction, if completed, will constitute POCML 3's "Qualifying Transaction", as defined in the policies of the TSX Venture Exchange (the "TSXV"). Further details about the Transaction and the issuer resulting from the Transaction will be provided in the disclosure document to be prepared and filed in respect of the Transaction. For a further description of the terms of the Transaction please refer to the comprehensive press release issued by POCML 3 on April 7, 2016.

All securities issued pursuant to the Financing are subject to a hold period that will expire on the date which is four months and a day following the later of (i) May 12, 2016; and (ii) the date that Neo Lithium becomes a reporting issuer in any jurisdiction of Canada, all in accordance with applicable securities laws in Canada.

Investors are cautioned that, except as disclosed in the disclosure document to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSXV has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.

About POCML 3

POCML 3 is a capital pool company listed on the TSXV. POCML 3 has not commenced commercial operations and has no assets other than cash.

About Neo Lithium

Neo Lithium is a company governed by the laws of the Province of Ontario and, through a wholly owned subsidiary incorporated in Argentina, holds mineral and surface rights over a newly discovered lithium salar and brine reservoir complex in Argentina, containing a lithium rich brine reservoir. The project has road access and no indigenous or other communities in the area. A Chilean port is 250 km away. The property, at an elevation of 4,100 m, encompasses approximately 300 km2 with the lithium salar and brine reservoir complex encompassing approximately 160 km2. The technical team that discovered this unique complex is one of the most experienced in the modern era in lithium salars, having discovered and lead the technical work, including resource definition and full feasibility study, on the Cauchari lithium salar.

Forward-Looking Information

This press release contains forward-looking information based on current expectations. Statements about the closing of the Transaction, expected terms of the Transaction and the parties' ability to satisfy closing conditions of the Transaction and receive necessary approvals are all forward-looking information. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management's reasonable assumptions, there can be no assurance that the Transaction will occur or that, if the Transaction does occur, it will be completed on the terms described above. POCML 3 assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • POCML 3 Inc.
    David D'Onofrio
    Chief Executive Officer, Chief Financial Officer, Secretary
    and Director
    (416) 643-3880