Mr. Richard Pearce reports
SOUTH STAR BATTERY METALS ANNOUNCES REPRICING WARRANT OF NON-BROKERED PRIVATE PLACEMENT
South Star Battery Metals Corp. intends to reprice the warrant of the previously announced non-brokered private placement at a unit price of 22 U.S. cents (30.19 Canadian cents) per unit for gross proceeds of up to $2-million (U.S.) ($2,744,600 (Canadian)). Each unit will consist of one common share and one common share purchase warrant, with each warrant entitling the holder to acquire one common share at an exercise price of 22 U.S. cents (30.19 Canadian cents) for a period of five years following the date of issuance.
Closing of the private placement is subject to customary closing conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. Proceeds from the private placement will be used for exploration, development, corporate general and administrative (G&A) expenses, and general working capital requirements.
The Company cay pay finders' fees to eligible finders, in accordance with applicable securities laws and the policies of the TSX-V. The securities issued pursuant to the private placement will be subject to a four-month hold period. The company may, in its sole discretion, exercise an overallotment option pursuant to which it may increase the size of the private placement by up to 15 per cent.
Insiders may participate in the private placement including subscriptions from related parties of the company as defined in Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The participation of insiders in the private placement is expected to be exempt from formal valuation and minority shareholder approval requirements pursuant to exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, will not exceed 25 per cent of the company's market capitalization.
The warrants will include an acceleration clause that provides that, if, during any period of 10 consecutive trading days between the date that is four months following the closing of the private placement and the expiry of the warrants, the daily volume weighted average trading price of the common shares on the TSX-V (or such other stock exchange where the majority of the trading volume occurs) is equal to or exceeds $1.25 (Canadian), the company may, within 30 days of such an occurrence, give notice, via news release, to the holders of the warrants that all unexercised warrants will expire at 4 p.m. Vancouver time on the 30th day following the giving of such notice.
About South Star Battery Metals Corp.
South Star is a Canadian battery metal project developer focused on the selective acquisition and development of near-term production projects in the Americas. South Star's Santa Cruz graphite project, located in southern Bahia, Brazil, is the first of a series of industrial and battery metal projects that will be put into production. Brazil is the second-largest graphite-producing region in the world, with more than 80 years of continuous mining. Santa Cruz has at-surface mineralization in friable materials and successful large-scale pilot plant testing (more than 30 tonnes) has been completed. The results of the testing show that approximately 65 per cent of graphite concentrate is plus-80 mesh with good recoveries and 95per cent to 99 per cent graphitic carbon (Cg). With excellent infrastructure and logistics, South Star phase 1 is ramping up commercial production, with first sales shipped in May, 2025. Santa Cruz is the first new graphite production in the Americas since 1996.
South Star's second project in the development pipeline is strategically located in Alabama, in the centre of a developing electric-vehicle, aerospace and defence hub in the southeastern United States. The BamaStar project includes a historic mine active during the First World War and Second World War. The vertically integrated production facilities include a mine and industrial concentrator in Coosa county in Alabama and a downstream value-add plant in Mobile, Ala., which will be upgrading natural flake graphite concentrates from both Santa Cruz and BamaStar mines. A National Instrument 43-101 preliminary economic assessment demonstrates strong economic results with a pretax net present value (NPV) at 8 per cent of $2.4-billion (U.S.) and an internal rate of return (IRR) of 35 per cent, as well as an after-tax NPV at 8 per cent $1.6-billion (U.S.) with an IRR of 27 per cent. South Star has also received $3.2-million (U.S.) grant commitment from the U.S. Department of Defense Title III program to advance a feasibility study on the BamaStar project. South Star trades on the TSX Venture Exchange under the symbol STS and on the OTCQB under the symbol STSBF.
South Star is committed to a corporate culture, project execution plan and safe operations that embrace the highest standards of ESG (environmental, social and governance) principles, based on transparency, stakeholder engagement, continuing education and stewardship.
This news release has been reviewed and approved for South Star by Richard Pearce, PE, a qualified person under NI 43-101, and president and chief executive officer of South Star.
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