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Li-FT Power Agrees To Combine With Winsome Resources And Acquire Majority Interest In The Galinée Property To Unlock Value At The Tier-one Adina Project
VANCOUVER, BC and PERTH, Australia, Dec. 14, 2025 /CNW/ - Li-FT Power Ltd. ("Li-FT") (TSXV: LIFT) and Winsome Resources Limited (ASX: WR1) ("Winsome") are pleas
About this update from Li-ft Power Ltd.
[{"type":"text","content":" VANCOUVER, BC and PERTH, Australia, Dec. 14, 2025 /CNW/ - Li-FT Power Ltd. (\"Li-FT\") (TSXV: LIFT) and Winsome Resources Limited (ASX: WR1) (\"Winsome\") are pleased to announce the signing of a binding scheme implementation deed (the \"Agreement\") whereby Li-FT will acquire 100% of the issued securities of Winsome, pursuant to Australian share and option schemes of arrangement under the Australian Corporations Act (together, the \"Winsome Transaction\"), subject to the satisfaction of various conditions. Li-FT has also entered into a non-binding letter of intent with Azimut Exploration Inc. (\"Azimut\") (TSXV: AZM) (OTCQX: AZMTF) and SOQUEM Inc. (\"SOQUEM\") to acquire (the \"Galinée Transaction\") an aggregate 75% interest in the Galinée property (\"Galinée\"), which is immediately adjacent to and is interpreted to host a continuation of the mineralization of the Adina project (\"Adina\" and, together with Galinée, \"Adina-Galinée\"). The Winsome Transaction and Galinée Transaction have the support of Li-FT's strategic shareholder, Avenir Minerals Limited (\"Avenir Minerals\"), which has extensive permitting, operating, and construction expertise in Québec. Transaction Highlights Winsome shareholders to receive 0.107 of a Li-FT common share (each, a \"Li-FT Share\") or a CDI (representing one Li-FT Share) for each ordinary share of Winsome (each, a \"Winsome Share\") held (the \"Exchange Ratio\"). The Exchange Ratio implies an offer price of A$0.501 per Winsome Share based on the 5-day volume weighted average price (\"VWAP\") of Li-FT Shares on the TSX Ventures Exchange (\"TSXV\") as of market close on December 10, 20251, which represents a: 62% premium to the closing price of the Winsome Shares on the ASX as at December 8, 20252; and 68% premium to the 20-day VWAP of the Winsome Shares on the ASX for the period ending December 8, 20253. Winsome's Board unanimously recommends Winsome securityholders vote in favour of the Winsome Transaction and each director having a relevant interest in Winsome Shares (collectively owning 6.2% of Winsome Shares and 42.3% of Winsome options on issue by number), intends to vote all those shares in favour of the Winsome Transaction4. Voting intention statement received from Winsome's largest shareholder, Waratah Capital Advisors (owning 9.3% of Winsome Shares on issue), confirm...