Mr. Michael Hudson reports
HANNAN ANNOUNCES NON-BROKERED LIFE OFFERING OF COMMON SHARES
Hannan Metals Ltd. has arranged a non-brokered private placement financing consisting of the issuance of a minimum of 5,333,333 common shares at a price of 75 cents per common share for aggregate gross proceeds of $4-million and a maximum of 6,666,667 common shares at the offering price for aggregate gross proceeds of $5-million, with the common shares to be issued pursuant to the listed issuer financing exemption (as defined below).
The company intends to use the net proceeds of the offering to finance exploration expenditures at the company's projects in Peru, including to continue to advance the drill program at the company's Belen prospect, and for general corporate and administration costs and general working capital.
The offering is expected to close on or about Nov. 18, 2025, and is subject to the company receiving the necessary regulatory approvals, including the conditional approval from the TSX Venture Exchange. The company may pay finders' fees in cash to certain arm's-length finders engaged in connection with the offering, subject to the approval of the TSX-V.
Subject to compliance with applicable regulatory requirements, the offering is being conducted pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106, Prospectus Exemptions, and in reliance on the Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The securities issued to purchasers in the offering will not be subject to a hold period under applicable Canadian securities laws. There is an offering document related to the offering 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.
Certain insiders of the company may participate in the offering. The participation of any insiders may be considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. Such insider participation will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101 as the company is not listed on any of the exchanges or markets outlined in Subsection 5.5(b) of MI 61-101 and the fair market value of the securities to be distributed to the insiders will not exceed 25 per cent of the company's market capitalization. It is noted that any common shares issued to insiders will remain subject to a hold period under the policies of the TSX-V.
About Hannan Metals Ltd.
Hannan Metals is an exploration company focused on the identification and delineation of large gold- and copper-mineralizing systems in new frontiers in Peru. Over the past decade, the team behind Hannan has forged a long and successful record of discovering, financing and advancing mineral projects in Australia, Europe and South America.
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