LITHIUM CHILE EXECUTES THE FORMAL AGREEMENT FOR THE SALE OF CALGARY, ALBERTA, December 22, 2025 - Lithium Chile Inc. (“Lithium Chile” or the “Company”) is pleased to announce the Company has entered into a definitive share purchase agreement (the “Definitive Agreement”) with China Union Holdings Ltd. (the “Purchaser”), an arm's length party, for the sale (the "Transaction") of its Argentine subsidiary, Argentum Lithium S.A. (“Argentum”). Transaction Highlights: • Sale Structure: The Purchaser will acquire 100% of the Company’s shares in Argentum, a corporation existing under the laws of Argentina, which indirectly holds interests in the Arizaro salar lithium project in Salta Province, Argentina (the "Arizaro Project"). • Transaction Value: The purchase price is USD $175,000,000, subject to customary closing adjustments and payable in cash at closing, with 92.5% to be released at the closing and 7.5% held in escrow for eighteen (18) months to secure post-closing indemnity obligations, all in accordance with the Definitive Agreement and an escrow agreement to be entered into by the parties. • Guarantee Deposit: The Purchaser has agreed to fund a USD $5,000,000 guarantee deposit into a dedicated escrow account in accordance with a deposit escrow agreement.
The guarantee deposit is intended to secure the Purchaser's payment obligations and will be released in accordance with the Definitive Agreement and the deposit escrow agreement. • Closing Conditions: Completion of the Transaction remains subject to: o The acquisition by Argentum of an additional 17.8% equity interest in ARLI S.A. (“ARLI”), an Argentine corporation that was established to hold all property rights and concessions comprising the Arizaro Project, from LitiAr S.A. (“LitiAr”), the Company’s joint venture partner. Upon completion, Argentum’s ownership of ARLI will increase to 80%; o The carve out or divestiture by SALTA LITIO S.A., a subsidiary of the Company, of the Block 4 property and certain related water rights, in accordance with the Definitive Agreement; o Receipt of all required governmental and regulatory approvals; 7124495.8 o Acceptance of the Transaction by the TSX Venture Exchange and receipt of any required shareholder approvals; o Such other conditions as are contained in the Definitive Agreement. • Termination Fees: The Definitive Agreement provides for the payment of a USD $17,500,000 termination fee by the Company or the Purchaser if the Definitive Agreement is terminated in certain specified circumstances.
• Closing Timeline: The Definitive Agreement stipulates that closing will take place on the fifth business day following satisfaction or waiver of all condition’s precedent, or such other date as may be agreed to in writing by the parties. The Definitive Agreement may be terminated by mutual consent, if closing has not occurred within 180 days of the date of the Definitive Agreement (unless the parties agree in writing to extend this deadline), and in such other circumstances as provided in the Definitive Agreement. Steve Cochrane, President & CEO of Lithium Chile, commented, “Executing the Definitive Agreement represents a transformative milestone for Lithium Chile. This transaction will crystallize significant value from Arizaro, allowing us to return capital to shareholders while continuing to focus on advancing our highly prospective Chilean portfolio.
The Transaction will constitute a "Reviewable Transaction" under the policies of the TSX Venture Exchange (“TSXV”). In connection with the Transaction, the Company expects to pay to Ventum Financial, an arm’s length party, a cash financial advisory fee equal to 1.0% of the total consideration payable under the Transaction at Closing. Payment of this fee is subject to the acceptance of the TSXV. Additional details regarding the terms of the Transaction are set out in the Definitive Agreement, which will be filed under the Company's profile on SEDAR+ at www.sedarplus.ca. The above description of the terms of the Transaction is qualified in its entirety by reference to the full text of the Definitive Agreement. This press release contains forward-looking statements concerning a proposed transaction. There is no assurance that the Transaction will be completed as proposed, or at all. Investors should be aware that the Transaction is contingent upon the satisfaction or waiver of conditions set out in the Definitive Agreement, including completion of pre-closing steps, obtaining necessary governmental, regulatory and stock exchange approvals, and receipt of any required shareholder approvals. Next Steps Both parties have agreed to work diligently to satisfy the closing conditions set forth in the Definitive Agreement. Lithium Chile will make further disclosure in accordance with applicable securities laws and TSXV policies, as may be necessary, and will provide updates as material developments occur.
ABOUT LITHIUM CHILE: Lithium Chile Inc. is an exploration company with a portfolio of 11 properties spanning 106,136 hectares in Chile and 29,245 hectares on the Salar de Arizaro in Argentina. The Company has successfully advanced its Arizaro project with the completion of NI 43-101 compliant Resource Report, Preliminary Economic Assessment and Prefeasibility Study which are all accessible on SedarPlus.ca under Lithium Chile’s profile.