LithiumBank Resources Corp. entered into a letter of intent to acquire Amseco Exploration Ltd. (TSXV:AEL.H) in a reverse merger transaction for CAD 8.4 million on November 2, 2020. Under the terms of the agreement, it is anticipated that Amseco and LithiumBank, and if required depending on the structure of the transaction to be confirmed by the parties at a later date, the securityholders of LithiumBank, will enter into a definitive agreement pursuant to which Amseco will acquire all of the issued and outstanding securities of LithiumBank in consideration for the issuance on post-share consolidation basis of 20.95 million common shares of Amseco and the issuance by Amseco of 2.095 million stock options, subject to the stock option plan and the policies of the TSXV. Prior to the closing of the transaction, Amseco will effect a consolidation of shares, on the basis of one new common share of Amseco for every 5 old common shares of Amseco issued and outstanding. In connection with the transaction, Amseco will complete a financing, either by way of prospectus or on a private placement basis, of a minimum of 3.75 million common shares at an anticipated price of CAD 0.40 per share on post-share consolidation basis for minimum proceeds of CAD 1.5 million. The company resulting from the transaction will be a mining exploration company to be named “LithiumBank Resources Corp.”

At the closing of the transaction, the current directors of Amseco will resign with the exception of Roger Bourgault and the directors of LithiumBank will be appointed to the board of directors of New LithiumBank. Furthermore, the current officers of Amseco will also resign and the officers of LithiumBank will be appointed as officers of resulting issuer. Jean Desmarais, Chief Executive Officer of Amseco and François LeComte, Director of Amseco will remain as consultants of resulting issuer for a minimum of 1 year pursuant to consulting services agreements to be executed at the closing of the transaction. The transaction is subject to a number of conditions including, but not limited to completion of mutually satisfactory due diligence reviews, execution of the definitive agreement, requisite shareholder approvals for the Share Consolidation and Name Change, completion of the Offering either by way of prospectus or on a private placement basis and receipt of all requisite regulatory approvals. The closing is expected to occur on or before January 29, 2021. Frank Mariage of Fasken Martineau DuMoulin LLP acted as legal advisor to Amseco Exploration Ltd.