An anonymous director reports
FIRST LITHIUM MINERALS ANNOUNCES PRIVATE PLACEMENT OF UP TO $6 MILLION
First Lithium Minerals Corp. has arranged a private placement of: (i) up to 44,856,810 units of the company at a price of 11 cents per NFT (non-flow-through) unit for aggregate gross proceeds of up to approximately $4,934,249. Each unit comprises: (A) one common share of the company; and (B) one-half of one common share purchase warrant. Each warrant entitles the holder thereof to acquire one common share at a price of 18 cents for a period of three years commencing 60 days after the closing date (as hereinafter defined); and (ii) up to 3,333,333 units of the company at a price of 15 cents per FT (flow-through) unit for gross proceeds of up to approximately $500,000. Each FT unit comprises (A) one (i) common share of the company that qualifies as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act (Canada); and (B) one-half of one warrant, for aggregate gross proceeds of up to approximately $5,434,249.
The company will use an amount equal to the gross proceeds received by the company from the sale of the FT units, pursuant to the provisions in the Income Tax Act (Canada), to incur eligible Canadian exploration expenses that qualify as flow-through mining expenditures as both terms are defined in the Income Tax Act (Canada) related to the company's Lidstone gold project in Ontario. The company intends to use the net proceeds of the offered NFT units for exploration drilling and brine sampling at the Ascotan lithium project in Chile, and working capital and general corporate purposes. Qualifying expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the FT units will be incurred (or deemed to be incurred) by the company on or before Dec. 31, 2027, and will be renounced by the company to the initial purchasers of the FT units with an effective date no later than Dec. 31, 2026.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 -- Prospectus Exemptions, the NFT units and FT units will be offered for sale to purchasers resident in all provinces of Canada, other than Quebec and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935 -- Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The NFT units and FT units issued to Canadian resident subscribers under the listed issuer financing exemption, and the common shares and warrants underlying the NFT units and FT units, will not be subject to a hold period pursuant to applicable Canadian securities laws other than the 60-day restriction on the warrants discussed above.
The offering is expected to close on or about June 9, 2026, or such other date as the company may determine, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals.
Concurrent with closing of the LIFE offering, the company may close a private placement of up to 5,143,191 units (PP units) at a price of 11 cents per PP unit for aggregate gross proceeds of up to approximately $565,751. Each PP unit will consist of one common share of the company and one-half of one common share purchase warrant of the company. Each PP warrant will be exercisable to acquire an additional common share at a price of 18 cents for a period of three years following the closing date of the concurrent private placement. The PP shares, PP warrants and any PP warrant shares issued upon exercise of the PP warrants will be subject to a statutory hold period in Canada ending on the date that is four months plus one day following the closing date of the concurrent private placement.
The company may pay finders' fees in connection with the offering comprised of cash equal to 8 per cent of the gross proceeds of the offering and finder warrants equal to 8 per cent of the number of units issued under the offering, provided that the cash fee and finders' warrants will be reduced to 4 per cent for any president's list subscribers up to $2-million. Each finder's warrant will be exercisable for one additional unit at a price of 11 cents for a period of three years, which will have the same terms as the PP units.
There is an offering document related to the offering and the use by the company of the listed issuer financing exemption that can be accessed under the company's profile on SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.
About First Lithium Minerals Corp.
First Lithium Minerals is a Canadian mineral exploration and development company. The company is exploring for lithium and alkali metals at its 100-per-cent-owned Ascotan project comprising approximately 1,775 hectares of mineral exploration concessions at the Salar de Ascotan in the Antofagasta region of northern Chile. Two property-wide geophysical surveys identified priority exploration drill targets for potential brine mineralization. The company is currently planning its inaugural drilling program pending obtaining required permits, licences and agreements. The company is also exploring for gold and critical metals at its 100-per-cent-owned Lidstone project comprises 10,674 ha of mining claims in Northwestern Ontario, Canada.
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