Mr. Dean Hanisch reports
FOCUS GRAPHITE ANNOUNCES $3.5 MILLION BOUGHT DEAL LIFE OFFERING OF UNITS
Focus Graphite Inc. has entered into an agreement with Research Capital Corp. as the sole underwriter and sole bookrunner, pursuant to which the underwriter has agreed to purchase, on a bought deal basis, 8,333,400 units of the company at a price of 42 cents per unit for aggregate gross proceeds to the company of $3,500,028.
Each unit shall comprise one common share of the company and one common share purchase warrant of the company. Each warrant shall entitle the holder thereof to purchase one common share at an exercise price of 60 cents per common share for a period of 30 months following closing of the offering.
The net proceeds from the offering will be used for temporary working capital float, payments required before reimbursement, technical and qualification materials associated with the government of Canada's global partnership initiative, and general corporate purposes.
The company has granted to the underwriter an option to increase the size of the offering by up to an additional number of units, and/or the components thereof, that in aggregate would be equal to 15 per cent of the total number of units to be issued under the offering, exercisable at any time up to 48 hours prior to the closing of the offering.
The units will be offered for sale pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106, Prospectus Exemptions, as amended by CSA Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption, in all provinces of Canada, except Quebec, and other qualifying jurisdictions, including the United States. The units offered under the listed issuer financing exemption will be immediately free trading under applicable Canadian securities laws.
There is an offering document related to this offering that can be accessed under the company's profile on SEDAR+ and at the company's website. Prospective investors should read this offering document before making an investment decision.
The closing of the offering is expected to occur on or about the week of Dec. 8, 2025, or such other earlier or later date as the underwriter may determine. Closing is subject to the company receiving all necessary regulatory approvals, including the conditional approval of the TSX Venture Exchange.
The underwriter will receive a cash commission of 7.0 per cent of the aggregate gross proceeds of the offering and such number of broker warrants as is equal to 7.0 per cent of the number of units sold under the offering. Each broker warrant entitles the holder to purchase one unit at an exercise price equal to 60 cents for a period of 30 months following the closing.
About Focus Graphite Advanced Materials Inc.
Focus Graphite Advanced Materials is redefining the future of critical minerals with two 100-per-cent-owned world-class graphite projects and cutting-edge battery technology. Focus Graphite's flagship Lac Knife project stands as one of the most advanced high-purity graphite deposits in North America, with a fully completed feasibility study. Lac Knife is set to become a key supplier for the battery, defence and advanced materials industries.
Focus Graphite's Lac Tetepisca project further strengthens the company's portfolio, with the potential to be one of the largest and highest-purity-and-grade graphite deposits in North America. Focus goes beyond mining -- it is pioneering environmentally sustainable processing solutions and innovative battery technologies, including its patent-pending silicon-enhanced spheroidized graphite, designed to enhance battery performance and efficiency.
Focus Graphite's commitment to innovation ensures a chemical-free, eco-friendly supply chain from mine to market. Collaboration is at the core of the company's vision. Focus actively partners with industry leaders, research institutions and government agencies to accelerate the commercialization of next-generation graphite materials. As a North American company, Focus is dedicated to securing a resilient, locally sourced supply of critical minerals -- reducing dependence on foreign-controlled markets and driving the transition to a sustainable future.
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