Lithium South Announces Results of its Annual and Special Meeting of Securityholders

Rhea-AI Summary

Lithium South (OTCQB:LISMF) reported results of its annual and special meeting held February 19, 2026. Shareholders approved the sale of its NRG Metals Argentina subsidiary (Hombre Muerto North) with 74.47% shareholder support and approved a going private arrangement with 87.74% shareholder support.

A total of 64,932,858 votes were cast, representing 51% of shares as of the January 5, 2026 record date. The company expects a Supreme Court of British Columbia final order and plans to schedule closing and cash payout in March 2026, subject to TSX Venture Exchange approval.

Positive

• Shareholder approval of Sale of Subsidiary with 74.47% support
• Shareholder approval of Going Private Arrangement with 87.74% support
• 64,932,858 votes cast representing 51% of issued shares as of Jan 5, 2026
• Company expects Supreme Court BC final order and March 2026 closing schedule

Negative

• Combined securityholder vote for the Going Private Arrangement was 48.10%, below a simple majority of all security classes
• Completion remains subject to Supreme Court approval and TSX Venture Exchange final consent

News Market Reaction – LISMF

+6.62%

1 alert

+6.62% News Effect

On the day this news was published, LISMF gained 6.62%, reflecting a notable positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

VANCOUVER, BC / ACCESS Newswire / February 20, 2026 / Lithium South Development Corporation (the "Company" or "Lithium South") (TSX-V:LIS)(OTCQB:LISMF)(Frankfurt:OGPQ) is pleased to announce the results of its annual general and special meeting (the "Meeting") of securityholders held on February 19, 2026.

The shareholders voted in favour of all items of business presented at the Meeting, including: (i) the arm's length sale by the Company of all of the issued and outstanding shares of its wholly-owned subsidiary, NRG Metals Argentina S.A., which holds a 100% ownership interest in the Company's Hombre Muerto North Lithium property located in Salta Province, Argentina (the "Sale of Subsidiary"), (ii) the plan of arrangement (the "Going Private Arrangement"), (iii) the election of directors, (iv) the appointment of Davidson & Company LLP, Chartered Professional Accountants auditor, and (v) the re-approval of the option plan.

Shareholders voted 74.47% in favour of the Sale of Subsidiary and 87.74% in favour of the Going Private Arrangement. In addition, all of the securityholders of the Company which includes the shareholders, the holders of incentive stock options and holders of common share purchase warrants collectively voted 48.10% in favour of the Going Private Arrangement.

A total of 64,932,858 votes were cast by holders of common shares representing 51% of the total issued and outstanding Shares as of January 5, 2026, the record date for the Meeting.

Director Nominees	Votes For	% of Votes Cast
Adrian Hobkirk	53,277,588	87.48%
Christopher P. Cherry	45,372,431	74.50%
Gordon Neal	45,887,669	75.34%

The Company expects to receive the final order from the Supreme Court of British Columbia shortly regarding the Going Private Arrangement. The closing date of the Sale of Subsidiary and the effective date of the Going Private Arrangement will be scheduled in March 2026, including the payout of the cash consideration pursuant to the Plan of Arrangement, and will be announced in a further news release, subject to the final approval of the TSX Venture Exchange.

On behalf of the Board of Directors

Adrian F. C. Hobkirk
President and Chief Executive Officer
Investors / Shareholders call 855-415-8100 / website: www.lithiumsouth.com

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 release. The TSX Venture Exchange has not reviewed the content of this news release and therefore does not accept responsibility or liability for the adequacy or accuracy of the contents of this news release.

Disclaimer for Forward-Looking Information

This press release contains forward-looking information within the meaning of Canadian securities laws ("forward-looking statements"). Forward-looking statements are typically identified by words such as "believe," "expect," "anticipate," "intend," "estimate," "plans," "postulate," and similar expressions, or are those which, by their nature, refer to future events. All statements that are not statements of historical fact are forward-looking statements, including, but not limited to, statements regarding management's beliefs, plans, estimates, and intentions; the Sale of Subsidiary and the Going Private Arrangement and the ability to complete it and other transactions contemplated by the Sale of Subsidiary and the Going Private Arrangement; the timing and satisfaction of conditions to consummation of the foregoing; the receipt of required securityholder, regulatory, and court approvals; the possibility of termination of the Share Purchase Agreement relating to the Sale of Subsidiary; and the expected benefits to the Company and its securityholders. These forward-looking statements are made as of the date of this press release and, although the Company believes such statements are reasonable, there can be no assurance that expectations and assumptions will prove to be correct. Forward-looking statements are not guarantees of future results or performance and are subject to risks, uncertainties, assumptions, and other factors that could cause actual results or outcomes to differ materially from those expressed or implied, including, but not limited to: the possibility that the Sale of Subsidiary and the Going Private Arrangement will not be completed on the terms or timing currently contemplated, or at all; failure to obtain or satisfy required regulatory, securityholder, or court approvals and other closing conditions; the negative impact of a failed transaction on the price of the Company's shares or business; failure to realize expected benefits of the transactions; restrictions imposed on the Company while the transactions are pending; significant transaction costs or unknown liabilities; diversion of management's attention from ongoing business operations; and other risks and uncertainties affecting the Company, including those relating to permitting, capital expenditures, exploration and development activity, and the future price and demand for lithium. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or 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. The securities referred to in this press release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. Further information concerning risks, assumptions, and uncertainties associated with forward-looking statements and the Company's business can be found in the Company's Management Discussion & Analysis for the nine months ended September 30, 2025, and in subsequent filings available under the Company's profile on SEDAR+ (www.sedarplus.ca).

SOURCE: Lithium South Development Corp.

View the original press release on ACCESS Newswire

FAQ

What vote result did Lithium South (LISMF) report for the sale of its NRG Metals Argentina subsidiary on February 19, 2026?

The sale of the subsidiary was approved by shareholders with 74.47% support. According to the company, this vote was part of the annual and special meeting held February 19, 2026, where 64,932,858 votes were cast (51% of shares).

Did Lithium South (LISMF) approve the going private arrangement at the February 19, 2026 meeting?

Yes, shareholders approved the going private arrangement with 87.74% support. According to the company, all meeting items passed and a final court order and TSX Venture Exchange approval are still required for closing.

How many votes were cast at Lithium South's (LISMF) February 19, 2026 meeting and what percentage of shares did that represent?

A total of 64,932,858 votes were cast, representing 51% of issued and outstanding shares as of the January 5, 2026 record date. According to the company, this figure reflects common share voting participation.

What is the timeline for closing the sale and the going private arrangement for Lithium South (LISMF)?

The company expects to schedule closing and the effective date in March 2026. According to the company, timing is subject to receiving a Supreme Court of British Columbia order and final TSX Venture Exchange approval.

What did the combined securityholder vote show for Lithium South's (LISMF) going private arrangement on February 19, 2026?

All securityholders collectively voted 48.10% in favour of the going private arrangement. According to the company, this combined percentage includes shareholders, option holders, and warrant holders and differs from shareholder-only support.

Are there remaining approvals required for Lithium South's (LISMF) transaction to close after the February 19, 2026 meeting?

Yes, the transaction still requires a final order from the Supreme Court of British Columbia and TSX Venture Exchange approval. According to the company, those approvals are expected before the March 2026 closing and cash payout.