Mr. David Watkinson reports
AMERIWEST CRITICAL METALS ANNOUNCES UPSIZED CDN$3,000,000 NON-BROKERED PRIVATE PLACEMENT FINANCING
Ameriwest Critical Metals Inc., due to strong investor demand, has upsized its previously announced non-brokered private placement from up to $2-million to up to $3-million, on the same terms as previously disclosed. The company intends to complete a non-brokered private placement of up to 12 million units of the company at a subscription price of 25 cents per unit for gross proceeds of up to $3-million. Each unit will consist of one common share in the capital of the company and one non-transferable common share purchase warrant of the company. Each warrant will be exercisable to acquire one additional share at an exercise price of 40 cents per warrant share for a period of 18 months from the date of issuance.
The company intends to use the proceeds of the private placement for exploration, general corporate and working capital purposes. The additional funds are intended to allow the company to increase and accelerate its exploration efforts on its Bornite project, including advancing exploration and permitting-related work programs. Ameriwest's longer-term objective is to fast-track the Bornite project through exploration and permitting, with the future goal, subject to technical results, the availability of financing, and receipt of all required permits and regulatory approvals, of evaluating the development of an approximately 1,000-tonne-per-day underground copper mining operation.
Ameriwest chief executive officer David Watkinson stated: "We're very pleased with the strong investor demand, which has enabled us to upsize this financing. With the high-grade Bornite copper project in Oregon and our entry into rare earths through the Xeno property in British Columbia, Ameriwest is building a diversified critical metals portfolio in North American jurisdictions. Bornite's extensive historical drilling, prefeasibility work and environmental baseline studies give us a strong foundation to accelerate modern exploration. With copper, gold and silver prices strengthening, and select rare earth elements gaining strategic importance, we believe we're in the right place at the right time, focused on the metals the world needs more of. Subject to completion of this private placement, we expect to be well positioned to advance our programs and create long-term value for shareholders."
Given the increased amount of financing the company intends to extend closing of the financing until Feb. 13, 2026. In connection with the private placement, the company may pay certain finders a cash commission equal to 8 per cent of the aggregate gross proceeds raised from those unit subscribers introduced by such finders to the company and/or issue to such finders such number of non-transferable share purchase warrants of the company equal to 8 per cent of the total number of units sold to such subscribers, with each such finder's fee warrant being exercisable to acquire one additional share of the company, at an exercise price of 25 cents per warrant share, for a period of 18 months from the closing of the private placement.
The private placement is subject to certain conditions, including, but not limited to, receipt of all necessary approvals, including the approval of the Canadian Securities Exchange. All securities issued in connection with this private placement are subject to a statutory hold period of four months and one day pursuant to applicable securities laws.
Certain insiders of the company may acquire units in the private placement. Any participation by insiders in the private placement would constitute a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. However, the company expects such participation would be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the units subscribed for by the insiders, nor the consideration for the units paid by such insiders, would exceed 25 per cent of the company's market capitalization.
About Ameriwest Critical Metals Inc.
Ameriwest is a diversified critical metals focused exploration company with mineral properties in Oregon, British Columbia, Nevada and Arizona. The company's near-term focus is the Bornite copper project in Oregon, a breccia-pipe copper-gold-silver system that has been the subject of extensive historical drilling, metallurgical testwork, a prefeasibility study and environmental baseline programs. Ameriwest has acquired the historical core and data, and intends to carry out modern 3-D modelling, verification work and confirmation drilling to assess the potential of the system. At Xeno, in Northern British Columbia, the company has an interest in a rare earth-yttrium project associated with alkaline intrusives and carbonatite-style mineralization. Its Thompson Valley and Railroad Valley projects provide lithium exposure through claystone and brine targets, respectively. Collectively, these projects give Ameriwest leverage to metals that are important to electrification, defence, infrastructure and data centre development. Ameriwest's strategy is to advance these assets through disciplined, staged exploration and technical evaluation.
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