Li-FT Power Signs Definitive Project Acquisition Agreement with Azimut

Rhea-AI Summary

Li-FT Power (TSXV:LIFT; OTCQX:LIFFF) signed a definitive project acquisition agreement with Azimut to acquire Azimut’s 50% interest in the Galinée property, subject to customary closing conditions and TSX Venture approval for share issuance.

Consideration includes 2,000,000 Li-FT common shares at closing, a 1.4% NSR on Galinée, and $1,500,000 deferred payable in cash or Li-FT shares upon completion of an economic study or 18 months, whichever is earlier.

Galinée highlights: wide, high-grade lithium pegmatites, multiple prospects, new spodumene-bearing boulders from recent till sampling, and proximity to Winsome’s Adina deposit.

Positive

• Upfront consideration of 2,000,000 Li-FT shares
• 1.4% NSR retained on Galinée property
• Deferred payment of $1,500,000 payable within 18 months

Negative

• Transaction subject to TSXV approval for share issuance
• Deferred payment may be satisfied in shares, causing dilution

VANCOUVER, British Columbia, Dec. 24, 2025 (GLOBE NEWSWIRE) -- Li-FT Power Ltd. (“Li-FT”) (TSXV: LIFT) (OTCQX: LIFFF) (Frankfurt: WS0) is pleased to announce, further to its December 14, 2025 press release regarding Li-FT entering into a binding scheme implementation deed with Winsome Resources Ltd. (“Winsome”) and non-binding letter of intent with Azimut Exploration Inc. (“Azimut”) (TSXV: AZM) (OTCQX: AZMTF) and SOQUEM Inc., that it has entered into a definitive project acquisition agreement with Azimut to acquire Azimut’s interest in the exclusive exploration rights commonly known as the Galinée property (“Galinée Property”), representing 50% of the total interest in the Galinée Property (the "Galinée Transaction"), subject to the satisfaction of various conditions.

Key Conditions and Terms of the Definitive Project Acquisition Agreement with Azimut

For Azimut’s 50% interest in the Galinée Property, consideration will consist of:

• Upfront consideration: 2,000,000 common shares of Li-FT (the “Closing Date Consideration Shares”) and a 1.4% net smelter return royalty (“NSR”) on the Galinée Property.
• Deferred consideration: $1,500,000, payable in cash or, subject to conditions set out in the definitive agreement, in shares of Li-FT, at the earliest of the completion of an economic study with respect to the Galinée Property or 18 months.

The Galinée Transaction is subject to the receipt of TSX Venture Exchange’s approval of the issuance and listing of the Closing Date Consideration Shares and various other closing conditions that are considered customary.

Galinée Property Highlights

Galinée hosts wide, high-grade lithium-bearing pegmatites adjacent to Winsome’s Adina deposit. At a broader scale, Galinée features multiple well-defined prospects, with recent till sampling leading to the discovery of new spodumene-bearing boulders and delineating two additional highly prospective target areas.

About Li-FT

Li-FT is a mineral exploration company engaged in the acquisition, exploration, and development of lithium pegmatite projects located in Canada. Li-FT’s flagship project is the Yellowknife Lithium Project located in Northwest Territories, Canada. Li-FT also holds three early-stage exploration properties in Quebec, Canada with excellent potential for the discovery of buried lithium pegmatites, as well as the Cali Project in Northwest Territories within the Little Nahanni Pegmatite Group.
For more details: www.li-ft.com

For further information

Li-FT Power Ltd.
Francis MacDonald
President, CEO & Director
Phone: (604) 609-6185
Email: investors@li-ft.com
Website: www.li-ft.com

Cautionary Statement Regarding Forward-Looking Information

Certain statements included in this press release constitute forward-looking information or statements (collectively, “forward-looking statements”), including those identified by the expressions “anticipate”, “believe”, “plan”, “estimate”, “expect”, “intend”, “may”, “should” and similar expressions to the extent they relate to the Company or its management. The forward-looking statements are not historical facts but reflect current expectations regarding future results or events. This press release contains forward looking statements. These forward-looking statements and information reflect management's current beliefs and are based on assumptions made by and information currently available to the company with respect to the matter described in this new release.

Forward-looking statements involve risks and uncertainties, which are based on current expectations as of the date of this release and subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Additional information about these assumptions and risks and uncertainties is contained under "Risk Factors" in the Company's latest annual information form filed on March 21, 2025, which is available under the Company's SEDAR+ profile at www.sedarplus.ca, and in other filings that the Company has made and may make with applicable securities authorities in the future. Forward-looking statements contained herein are made only as to the date of this press release and we undertake no obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law. We caution investors not to place considerable reliance on the forward-looking statements contained in this press release.

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.

FAQ

What did Li-FT announce about the Galinée property on December 24, 2025?

Li-FT signed a definitive agreement to acquire Azimut’s 50% interest in Galinée, subject to closing conditions and TSXV approval.

What is the upfront consideration Li-FT will issue to Azimut in the Galinée deal (LIFFF)?

Li-FT will issue 2,000,000 common shares as the closing date consideration.

What deferred payment terms did Li-FT agree to for Azimut’s Galinée interest?

A $1,500,000 deferred payment payable in cash or, subject to conditions, in Li-FT shares at economic study completion or 18 months.

What royalty did Azimut retain on the Galinée property in the transaction with Li-FT?

Azimut will retain a 1.4% net smelter return (NSR) on the Galinée property.

How does the Galinée property enhance Li-FT’s lithium portfolio (LIFFF)?

Galinée hosts wide, high-grade lithium pegmatites, multiple prospects, and new spodumene-bearing boulders near Winsome’s Adina deposit.