Defense Metals Announces Closing of Private Placement for Gross Proceeds of $16.2 Million

Executive Summary

• Defense Metals Corp. closed its brokered and non‑brokered private placements, raising C$16.15 million in gross proceeds.
• Units were sold at C$0.30 each, each comprising one Class A common share and half of a warrant exercisable at C$0.45 per share through 31 Oct 2028.
• Net proceeds will fund continued flow‑sheet optimization, pilot‑plant testing, energy & transmission studies, and the commencement of a feasibility study on the Wicheeda project in early 2026.

Key Details

• Total Gross Proceeds: C$16,153,334.
• Brokered Offering: Raised C$11,500,200 from 38,334,000 Units at C$0.30 per Unit; included full exercise of agents’ option to increase size by ~15%.
• Non‑Brokered Offering: Raised C$4,653,134 from 15,510,446 Units at C$0.30 per Unit; a second tranche of up to C$570,000 is expected in the coming days.
• Unit Composition: Each Unit = 1 Class A common share + ½ Common Share purchase warrant (full warrant gives right to acquire one additional common share at C$0.45). Warrants expire 31 Oct 2028, with accelerated expiry if TSX‑V price ≥ $0.90 for ten consecutive trading days.
• Agent Compensation:
• Cash commissions of C$805,014 paid to lead agent Paradigm Capital Inc. and EAS Advisors LLC.
• 2,683,380 non‑transferable compensation options (exercisable at $0.30 per share) granted to agents; subject to a four‑month hold period expiring 1 Mar 2026.
• Finders’ fees of $41,582 and 63,708 compensation options issued to arm’s‑length finders for the Non‑Brokered Offering.
• Insider Participation: Insiders purchased Units worth approximately C$670,300; treated as a related‑party transaction under MI 61‑101 with reliance on exemption thresholds.
• Use of Proceeds:
• Continue optimization test work on flow sheet from 2025 pre‑feasibility study.
• Complete pilot‑plant testing supporting the optimized flow sheet.
• Conduct energy and transmission studies.
• Commence feasibility study on the Wicheeda project in early 2026.
• Fund baseline permitting studies, operating expenses, and general corporate purposes.
• Regulatory Notes: Units issued under the LIFE exemption; subject to final TSX‑V approval and a four‑month TSXV hold period for certain purchasers expiring 1 Mar 2026.

Notable Quotes

“I am extremely pleased with the level of support in relation to the Offering … We are now in a solid financial position to move forward with starting the Bankable Feasibility Study in the first quarter next year.” – Mark Tory, President and CEO