18:40:48 EDT Sun 28 Apr 2024
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or Name
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CA



Foremost Lithium Resource & Technology Ltd (2
Symbol FAT
Shares Issued 4,866,417
Close 2024-02-13 C$ 3.97
Market Cap C$ 19,319,675
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Foremost arranges private placements

2024-02-14 01:47 ET - News Release

Mr. Jason Barnard reports

FOREMOST LITHIUM ANNOUNCES FLOW-THROUGH AND NON-FLOW-THROUGH PRIVATE PLACEMENTS

Foremost Lithium Resource & Technology Ltd. has arranged a proposed and a best effort non-brokered private placement to raise gross proceeds of up to $3.75-million on a flow-through basis, together with up to $1.5-million on a non-flow-through basis.

The flow-through private placement will be composed of flow-through units of the company, at a proposed subscription price of $5.88 per FT unit, representing a 73-per-cent premium to the most recent closing price of the company's common shares on the Canadian Securities Exchange. Each FT unit will be composed of one flow-through common share and one non-flow-through common share purchase warrant of the company, with each warrant entitling the holder thereof to purchase an additional non-flow-through common share of the company, at an exercise price of $4 per warrant share, for a period of 24 months from the closing of the FT private placement. A portion of $5.87999 of the FT unit price will be allocated to the FT share contained in the FT unit, and 0.001 cent will be allocated to the warrant contained in the FT unit.

The private placement will be composed of units of the company, at a proposed subscription price of $3.40 per PP unit. Each PP unit will be composed of one common share and one common share purchase warrant of the company, with each PP warrant entitling the holder thereof to purchase an additional share of the company at an exercise price of $4 per share for a period of 24 months from the closing of the private placement.

The gross proceeds from the pending flow-through private placement will be utilized in connection with the company's recently announced drill program respecting its Zoro property located in the Snow Lake region of Manitoba. The proceeds from the pending private placement are expected to be utilized for general corporate and working capital purposes for the company during the next 12 months.

The gross proceeds from the issuance of the FT shares will be used for Canadian exploration expenses and will qualify, once renounced to a subscriber who is an individual (other than a trust), as flow-through critical mineral mining expenditures, as defined in Subsection 127(9) of the Income Tax Act (Canada), and as flow-through mining expenditures as defined in Section 11.7(1) of the Income Taxation Act (Manitoba), which will be incurred on or before Dec. 31, 2025, and renounced to the subscribers with an effective date no later than Dec. 31, 2024, in an aggregate amount not fewer than the gross proceeds raised from the issue of the FT shares. In addition, the qualifying expenditures renounced to a subscriber who is an individual (other than a trust) will qualify for the Manitoba mineral exploration tax credit described in Section 11.7(2) of the Income Tax Act (Manitoba), a non-refundable investment tax credit deductible against provincial income taxes payable by such subscriber under the Income Tax Act (Manitoba). If the qualifying expenditures are reduced by the Canada Revenue Agency, the company will indemnify each FT unit subscriber for any additional taxes payable by such subscriber as a result of the company's failure to renounce the qualifying expenditures as agreed. The proceeds from the private placement will be used for working capital and general corporate purposes.

The private placements are expected to close on or about March 15, 2024, and are subject to certain closing conditions, including, but not limited to, the receipt of all necessary approvals, including the acceptance of the Canadian Securities Exchange and no objection from the Nasdaq Capital Market.

The securities issued under the private placements will be subject to a statutory hold period in Canada of four months and a day from the date of issuance in accordance with applicable securities laws.

About Foremost Lithium Resource & Technology Ltd.

Foremost (Nasdaq: FMST) (CSE: FAT) (FSE: F0R0) (WKN: A3DCC8) is a hardrock lithium exploration company focused on empowering the North American clean energy economy. Foremost's strategically located lithium properties extend over 43,000 acres in Snow Lake, Man., and hosts a property in a known active lithium camp situated on over 11,400 acres in Quebec called Lac Simard South. Foremost's four flagship Lithium Lane projects, as well as its Lac Simard South project, are located at the tip of the North American free-trade agreement superhighway to capitalize on the world's growing electric vehicle appetite, strongly positioning the company to become a premier supplier of North America's lithium feedstock. As the world transitions toward decarbonization, the company's objective is the extraction of lithium oxide and to subsequently play a role in the production of high-quality lithium hydroxide to help power lithium-based batteries, critical in developing a clean-energy economy. Foremost also has the Winston gold/silver property in New Mexico, United States.

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