• After the completion of the business combination, a Spirit Banner subsidiary will merge with Ion Energy and change its name to Ion Energy Holdings Inc.
   
• The business combination will see Spirit Banner procure all outstanding and issued Ion Energy shares

Spirit Banner Capital Corp., a Capital Pool Company based in Toronto, announced that it signed a definitive agreement with Ion Energy Limited, a firm working on identifying and seeking lithium assets. The agreement was signed to complete the business combination between the two, as announced on 4^th of March.

According to the agreement terms, Spirit Banner will procure all the issued and outstanding Ion Energy common shares. The definitive agreement specifies that an entirely owned subsidiary of Spirit, incorporated in Ontario by the company, will merge with Ion Energy to make a corporation that would continue under Ion Energy Holdings Inc.

Immediately after the business combination completion, Ion Energy Holdings Inc., would be entirely owned subsidiary of Spirit Banner with it holding all Ion Energy assets and also managing the company’s business; which is categorized as a part of the mining sector.

After the completion of business combination, the company will amalgamate and change its name to Ion Energy Ltd.

According to the definitive agreement, Ion Energy and Spirit Banner have agreed that business combination is dependent on certain conditions precedent, which include, but are not limited to consolidation of common shares of Spirit Banner before the completion of business combination based on one-post consolidation share of Spirit Banner for two-pre consolidation share of Spirit Banner, and the same sharing policy is followed by Ion Energy Holdings Inc. as well.

The business combination will see Spirit Banner procure all outstanding and issued Ion Energy shares with consideration for issuing of common shares of the Resulting Issuer. Deemed issue price for each Resulting Issuer Share issued to Ion Energy shareholders according to definitive agreement is approximately $0.20 per Issuer Share.

Source credit: https://www.globenewswire.com/news-release/2019/08/21/1904553/0/en/Spirit-Banner-and-Ion-Energy-Announce-Signing-of-Definitive-Agreement.html