Lite Access Technologies Inc. (TSXV:LTE) entered into a non-binding Letter of Intent to acquire Ironman Directional Drilling Ltd. for CAD 14.1 million on May 3, 2023. As consideration, Lite Access will issue 85,392,538 shares to the shareholders of Ironman pay CAD 6,000,000 in cash to the Ironman Shareholders, which will be payable in equal installments of CAD 1,200,000 commencing twelve months from the closing date and continuing every 12 months thereafter over a period of 60 months. The Ironman Shareholders will enter into an escrow agreement whereby all the Consideration Shares will be under lock up and be released three years from closing of the Transaction.

A customary break fee will be payable to a non-breaching party subject to a limit of CAD 250,000. On completion of the Transaction, Mike Plotnikoff and Alex McAulay will resign from their respective officer and director positions with Lite Access. Lite Access anticipates that it will appoint four new directors, being Bob Scott, Richard Hayer, Jason Earl and Calvin Irmen, on closing of the Transaction.

As a result, the Lite Access board will be comprised of Mike Irmen, Bob Scott, David Toyoda, Mark Tommasi, Richard Hayer, Jason Earl, and Calvin Irmen. In addition, Mr. Irmen will be appointed as Chief Executive Officer to replace Mr. Plotnikoff and Linda Han will remain as Chief Financial Officer of Lite Access. Completion of the Transaction is subject to entry into the Definitive Agreement, completion of due diligence of the parties, approval of the TSX Venture Exchange and shareholders of Lite Access.