13:47:44 EST Sat 22 Nov 2025
Enter Symbol
or Name
USA
CA



South Star Battery Metals Corp (2)
Symbol STS
Shares Issued 83,668,969
Close 2025-11-21 C$ 0.15
Market Cap C$ 12,550,345
Recent Sedar Documents

South Star shareholders approve AGM resolutions

2025-11-21 20:47 ET - News Release

Mr. Marc Leduc reports

SOUTH STAR ANNOUNCES CLOSING OF FINAL TRANCHE OF PRIVATE PLACEMENT AND ANNOUNCES AGSM RESULTS

South Star Battery Metals Corp. has closed its third and final tranche of the previously announced non-brokered private placement of units and released the results of its annual general and special meeting (AGSM), held on Nov. 17, 2025, in Vancouver, B.C.

AGSM highlights

The company is pleased to announce that shareholders approved all matters voted on at the AGSM, including:

  • The re-election of Marc Leduc, Tiago Cunha, Priscilla Lima and Dan Wilton;
  • The reappointment of MNP LLP as the auditor of the company;
  • The reapproval of the 10-per-cent rolling omnibus incentive plan;
  • The approval of the creation of a new control person of the company, being Tiago Sampaio Cunha and his affiliates.

Closing of third and final tranche

Further to its news releases dated Sept. 30, 2025, Oct. 10, 2025, Oct. 31, 2025, and Nov. 7, 2025, the company has closed the third and final tranche of its previously announced unit offering, issuing 22,744,253 units at a price of 15 cents per unit for gross proceeds of $3,411,638 (approximately $2,454,416 (U.S.)). All dollar amounts in this news release are in Canadian dollars, except as noted.

Each unit consists of one common share and one common share purchase warrant. Each warrant entitles the holder to acquire one additional share at a price of 20 cents per share for a period of five years from the closing date, subject to acceleration. The expiry date of the warrants may be accelerated, at the option of the company, if, at any time after four months following the closing date, the closing price of the company's shares on the TSX Venture Exchange is at or above 40 cents for 10 consecutive trading days, provided that the company gives 30 days of prior notice to the holders by news release.

The securities issued under the third tranche of the unit offering are subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable securities laws. Net proceeds from the unit offering will be used for exploration and development activities, general and administrative expenses, and working capital. The unit offering remains subject to final approval of the exchange.

Including the first and second tranches closed on Oct. 10, 2025, and Oct. 31, 2025, the company raised total gross proceeds of $6,672,000 (approximately $4.8-million (U.S.)) under the unit offering.

As a result of receiving shareholder approval of the creation of a new control person of the company at the AGSM, funds directed and controlled by Mr. Cunha, the interim chief executive officer and a director of the company, purchased an additional 12,342,087 units in the third tranche of the unit offering, representing the balance of their $2,085,000 (approximately $1.5-million (U.S.)) investment commitment. At closing of the third and final tranche, funds directed and controlled by Mr. Cunha own an aggregate of 25,455,552 shares, or 23.92 per cent of the company's issued and outstanding shares. Such insider participation constitutes a related party transaction under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company is relying on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a) thereof, as the fair market value of the securities subscribed for does not exceed 25 per cent of the company's market capitalization.

In connection with unit offering, the company paid aggregate finders' fees of $258,995 (approximately $186,328 (U.S.)) in cash, including $178,752 (U.S.) paid to A8 Capital Advisors. The company also issued 1,987,722 shares to A8 Capital Advisors as a finder's fee.

About South Star Battery Metals Corp.

South Star is a Canadian battery metals 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 metals 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 95 per 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 the centre of a developing electric vehicle, aerospace and defence hub in Alabama. The BamaStar project includes a historical 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, 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 Marc Leduc, PEng, a qualified person under National Instrument 43-101 and chairman of South Star.

We seek Safe Harbor.

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