Western Lithium USA Corporation
TSX : WLC
OTCQX : WLCDF

Western Lithium USA Corporation

July 27, 2015 07:00 ET

Western Lithium Closes US$5 Million Subscription Receipt Offering

RENO, NEVADA--(Marketwired - July 27, 2015) - Western Lithium USA Corporation ("Western Lithium", the "Company") (TSX:WLC)(OTCQX:WLCDF) is pleased to announce that on July 20, 2015, it closed its previously announced non-brokered private placement (the "Private Placement") of subscription receipts (the "Subscription Receipts") to an affiliate of The Bangchak Petroleum Public Company Limited ("Bangchak"). Pursuant to the Private Placement, the Company issued to Bangchak an aggregate of 9,214,211 Subscription Receipts (an increase from the previously announced 8,920,714 Subscription Receipts due to foreign currency fluctuations) at a price of US$0.54264 per Subscription Receipt, for aggregate gross proceeds of US$5,000,000. The gross proceeds for the Subscription Receipts are being held in escrow pending satisfaction of the First Release Conditions and the Second Release Conditions (as each as defined below).

The subscription/investment agreement between the Company and Bangchak in respect of the Private Placement contains adjustment provisions to protect Bangchak in the event the Company issues securities (prior to the earlier of the Shareholder Approval Subscription Receipt (as defined below) conversion date and September 14, 2015) at less than the Canadian dollar equivalent of the price per Subscription Receipt. These adjustment provisions were triggered upon the public announcement on June 30, 2015 by the Company of its proposed acquisition of Lithium Americas Corp. in exchange for common shares of the Company at a deemed price of C$0.64. As a result, upon satisfaction of the First Release Conditions and Second Release Conditions (as defined below) each Subscription Receipt will convert into 1.09375 common shares of the Company.

Of the Subscription Receipts, (a) 2,764,263 Subscription Receipts (the "Shareholder Approval Subscription Receipts") will each be converted into 1.09375 common shares of the Company (subject to adjustment in certain circumstances) following satisfaction of all Toronto Stock Exchange listing requirements, including shareholder approval (the "First Release Conditions"); and (b) 6,449,948 Subscription Receipts (the "Performance Subscription Receipts") will each be converted into 1.09375 common shares of the Company (subject to adjustment in certain circumstances) following satisfaction of certain conditions, including, but not limited to, satisfaction of the First Release Conditions and completion of trial runs for the production of high purity lithium carbonate at its demonstration plant in Germany in the fall of 2015 (the "Second Release Conditions").

It is anticipated that the First Release Conditions will be satisfied towards the end of August 2015 and the Second Release Conditions are expected to be satisfied in the fall of 2015.

About The Bangchak Petroleum Public Company Limited

With a business culture of Sustainable Business Development in Harmony with the Environment and Society, Bangchak Petroleum Public Company Limited was established to conduct its energy business in 1984 and strives to strike a balance between business value and social and environmental value. To this end, it has constantly applied the Sufficiency Economy philosophy, corporate governance, and social responsibility concept to business management for goal achievement. Bangchak has begun to move into oversea investments to secure national energy and grow sustainable value.

About the Company

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 that is expected from the increased use of hybrid/electric vehicles.

Forward-looking statements

Statements in this release that are forward-looking information are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in the company's periodic filings with Canadian securities regulators. When used in this document, the words such as "expect", "believe", "scheduled", "targeting" and similar expressions is forward-looking information. Information provided in this document is necessarily summarized and may not contain all available material information.

Statements in this release that constitute forward-looking statements or information include, but are not limited to (i) receipt of all required regulatory and shareholder approvals in connection with the Subscription Receipts; (ii) satisfaction of conditions to, and timing of, the conversion of the Subscription Receipts; (iii) the proposed acquisition of Lithium Americas Corp., including the issuance of securities in connection therewith; (iv) the potential to become a supplier of lithium products to battery manufacturers and a supplier of specialty drilling additive, Hectatone™ and potentially other organoclays for the oil and gas and other industries; and (v) financial support from a funding partner.

All such forward-looking information and statements are based on certain assumptions and analyses made by Western Lithium management in light of their experience and perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. These statements, however, are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information or statements. Important factors that could cause actual results to differ from these forward-looking statements include those described under the heading "Risks Factors" in the Company's most recently filed MD&A. The Company does not intend, and expressly disclaims any obligation to, update or revise the forward-looking information contained in this news release, except as required by law. Readers are cautioned not to place undue reliance on forward-looking information or statements.

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