Western Lithium USA Corporation

Western Lithium USA Corporation

April 16, 2014 16:08 ET

Western Lithium Announces C$8.0 Million Bought Deal

RENO, NEVADA--(Marketwired - April 16, 2014) -


Western Lithium USA Corporation ("Western Lithium", the "Company") (TSX:WLC)(OTCQX:WLCDF) is pleased to announce that it has entered into an agreement with Dundee Securities Ltd., on behalf of a syndicate including Haywood Securities Inc. (collectively, the "Underwriters"), with RK Equity Capital Markets LLC to act as a U.S. Placement Agent, to purchase, on a "bought deal" basis by way of a short form prospectus, 13,800,000 units of the Company (the "Units") at a price of C$0.58 per Unit for aggregate gross proceeds of C$8,004,000 (the "Offering"). The Underwriters have been granted the option to purchase up to an additional 15% of the Offering, exercisable in whole or in part at any time up to 30 days after the closing of the Offering. In the event that the over-allotment option is exercised in its entirety, the aggregate gross proceeds to the Company from the Offering will be C$9,204,600.

Each Unit shall consist of one common share ("Share") of the Company and one-half of one common share purchase warrant. Each whole common share purchase warrant shall entitle the holder thereof to acquire one Share at a price of C$0.75 for a period of 24 months following the closing of the Offering.

The Offering is scheduled to close on or about May 9, 2014. The Units will be offered in all provinces of Canada (except Quebec) by way of a short form prospectus. The Offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals, including the approval of the Toronto Stock Exchange and the applicable securities regulatory authorities.

The net proceeds of the Offering will be used for the completion of the organoclay manufacturing plant in Nevada, which is scheduled for commissioning in the summer of 2014, and for working capital and general corporate purposes. Upon completion of the financing the Company will have access to capital of approximately C$16 million, including the Company's current treasury and remaining US$4 million from Orion Mine Finance (Master) Fund I LP, pursuant to the Royalty Financing (see news release dated September 23, 2013), which funds are expected to be drawn down in the next several months subject to the completion of certain corporate milestones. In addition to the organoclay plant in Nevada, the Company is advancing the procurement of the equipment for the Lithium Demonstration Plant in Germany, planned to be in operation in the fourth quarter of 2014. The plant will collect design data for a definitive feasibility study and to demonstrate the viability of producing low cost lithium carbonate from the Company's Kings Valley lithium-rich hectorite clay deposit in Nevada.

This news release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the Unites States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.

About Western Lithium

Western Lithium is pursuing the opportunity to be a supplier of specialty drilling additive, HECTATONE™ and potentially other organoclays for the oil and gas industry, and in particular, to support the growth of high pressure high temperature, deep directional drilling applications. The Company is also developing its Kings Valley, Nevada lithium deposit into a strategic, scalable and reliable source of high quality lithium carbonate. The Company is positioning itself as a major U.S.-based supplier to support the rising global demand for lithium carbonate that is expected from the increased use of hybrid/plug-in and electric vehicles.

Forward-Looking Information

Statements in this release are forward-looking statements within the meaning of applicable Canadian and United States securities legislation. Forward-looking information includes information that relates to, among other things, our intention to complete the proposed Offering, and our expectations as to the use of proceeds from the Offering, and our objectives, strategies and intentions. Forward-looking information is based on, among other things, opinions, assumptions, estimates and analyses that, while considered reasonable by us at the date the forward-looking information is provided, are inherently subject to significant risks, uncertainties, contingencies and other factors that may cause actual results and events to be materially different from those expressed or implied by the forward-looking information.

The material factors or assumptions that we identified and which were applied by us in making forward-looking statements include, but are not limited to: the completion of the Offering in the manner described; the timing and completion of the organoclay manufacturing plant; the timing of an additional US$4 million funding from Orion; the execution of our business strategies; the availability of financing for our development projects and activities; the ability to complete project targets on time and on budget and other events that may affect our ability to develop our projects; and there being no significant and continuing adverse changes in general economic conditions or conditions in the financial markets. The factors and assumptions are subject to various risks and uncertainties disclosed here and elsewhere in the Company's periodic filings with Canadian securities regulators. Information provided in this document is necessarily summarized and may not contain all available material information.

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