Lithium Harvest ApS entered into a non-binding Letter of Intent to acquire Sustainable Projects Group Inc. (OTCPK:SPGX) in a reverse merger transaction for $12.8 million on November 12, 2022. Lithium Harvest ApS entered into a Securities Exchange Agreement to acquire Sustainable Projects Group Inc. in a reverse merger transaction on February 14, 2023. Pursuant to the terms of the agreement, Sustainable Projects Group acquired all of the outstanding shares of capital stock of Lithium Harvest in exchange for issuing to its shareholders 206,667,233 shares of Sustainable Projects Group's common stock. Following the issuance of shares of Sustainable Projects Group stock, Lithium Harvest shareholders hold approximately 72% of the outstanding voting power and capital stock of Sustainable Projects Group and existing holders of Sustainable Projects Group's common stock hold approximately 3%. Sustainable Projects shall change its corporate name to “Lithium Harvest, Inc.” and obtain a new trading symbol on a market of the OTC Markets Group Inc. reflecting its name change.

After the closing, Sustainable Projects plans to increase the size of its Board of Directors to five directors and cause the existing director of Sustainable Projects to re-constitute the Board of Directors to include up to four designees of Lithium Harvest, and up to one designee of Kestrel Flight Fund LLC. The LOI is subject to various terms and conditions, including but not limited to, shareholder and US exchange approvals, audits, and due diligence review. The Board of Directors of Sustainable Projects Group Inc. and all of the shareholders of Lithium Harvest have approved the agreement. Spencer G. Feldman of Olshan Frome Wolosky LLP acted as legal advisor to Sustainable Projects Group. Ben A. Stacke of Faegre Drinker Biddle & Reath LLP acted as legal advisor to Lithium Harvest.

Lithium Harvest ApS completed the acquisition of Sustainable Projects Group Inc. (OTCPK:SPGX) in a reverse merger transaction on February 14, 2023. As of the closing, the Board now consists of two members, Sune Mathiesen, who immediately prior to the closing was a director of Lithium Harvest, and Stefan Muehlbauer. As of the Closing, the Company's President and Chief Executive Officer is Sune Mathiesen, who immediately prior to the Closing was the President and Chief Executive Officer of Lithium Harvest; the Company's Chief Technology Officer is Paw Juul, who immediately prior to the Closing was the Chief Technology Officer of Lithium Harvest; and the Company's Chief Financial Officer is Stefan Muehlbauer, who immediately prior to the Closing was the Company's President, Chief Executive Officer, Chief Financial Officer, Chief Compliance Officer, Treasurer and Corporate Secretary.