American Battery Metals Announces Non-Binding LOI to Acquire Climb Credit Inc.
Vancouver, October 1, 2019 - American Battery Metals Corp. (the "Company" or "American Battery Metals") is pleased to announce that it has entered into a non-binding letter of intent dated September 29, 2019 (the "LOI") with Climb Credit Inc. ("Climb"), a private British Columbia company, to acquire all of its issued and outstanding shares (the "Proposed Transaction").
Climb Credit Inc. is a fin-tech company that has developed proprietary products and services aimed at helping hundreds of thousands of Canadians regain control of their credit score. For over 7 years its flagship product, the Climb Savings Loan, has provided over 5,000 Canadians with poor credit a way to rebuild their financial lives. Climb's recently developed fin-tech engine provides customers with the most efficient path to rebuilding credit in order to return to mainstream lending/banking products. Additional information about Climb is available at www.climb.ca.
Under the terms of the LOI, the Proposed Acquisition would be carried out through a business combination by way of an amalgamation, arrangement or other similar form of transaction pursuant to which the outstanding shares of Climb would be exchanged for common shares of the Company on the basis of a share exchange ratio that would result in the former shareholders of Climb and the Company's shareholders holding, respectively, 60% and 40% of the Company's issued and outstanding shares on a partially diluted basis after accounting for "in-the-money" outstanding convertible securities based on a market price for the Company's shares of $0.19. Key conditions of the Proposed Transaction would include completion by Climb of a $3,000,000 financing, the Company having cash of a minimum of $2,000,000 and no liabilities or encumbrances as well as stock exchange and regulatory approvals, as applicable.
At this time, the Company and Climb are proceeding with their respective due diligence reviews with a view towards negotiation and execution of a definitive transaction agreement. Further details will be provided upon successful completion of the due diligence period and the signing of a definitive agreement.
About the Company
American Battery Metals Corp. is a junior mineral exploration company engaged in the business of acquiring, exploring and evaluating natural resource properties. The Company has an option to acquire a 50% interest in the Fish Lake property located in Esmeralda County in the state of Nevada, USA and an option to acquire a 100% interest in the Temple Mountain Vanadium Property located in Emery County, Utah, USA.
Chief Executive Officer, President and Director
Telephone: (778) 855-5001
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This news release may contain forward-looking information within the meaning of applicable securities laws ("forward-looking statements"). Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur and in this news release include but are not limited to the terms of the Proposed Transaction. These forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking statements, including, without limitation: risks related to fluctuations in metal prices; uncertainties related to raising sufficient financing to fund the planned work in a timely manner and on acceptable terms; changes in planned work resulting from weather, logistical, technical or other factors; the possibility that results of work will not fulfill expectations and realize the perceived potential of the Company's properties; risk of accidents, equipment breakdowns and labour disputes or other unanticipated difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in the work program; the risk of environmental contamination or damage resulting from the Company's operations and other risks and uncertainties. Any forward-looking statement speaks only as of the date it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise.
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