BWR Exploration Inc. and Electro Metals and Mining Inc. Announce Meeting of Shareholders and Record Date
Executive Summary
- BWR Exploration Inc. and Electro Metals and Mining Inc. have scheduled their Annual General and Special Shareholder Meetings for December 31, 2025 to seek approval of a proposed reverse‑takeover (RTO) that will combine the two companies into a new TSX Venture Exchange listed entity, “Electro Metals Corp.”
- The transaction includes a concurrent financing round: up to $2.25 million via Flow‑Through Units at $0.26 each and up to $1.75 million via Hard‑Dollar Units at $0.20 each, intended to fund exploration activities post‑closing.
- Closing of the RTO is expected on or about January 31, 2026, after which free‑trading shares of Electro Metals Corp. will be issued to shareholders of both companies.
Key Details
- Share Exchange Ratio: Post‑consolidation BWR share issued for each Electro share (subject to adjustment) ≈ $0.021 per pre‑consolidation BWR share.
- Financing Structure – Flow‑Through Units (FT):
- Price: $0.26 per unit
- Composition: 1 FT common share + ½ of a Common Share Purchase Warrant
- Warrant exercise price: $0.35, exercisable for three years from listing date
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Target raise: $1.6 M – $2.25 M (minimum‑maximum)
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Financing Structure – Hard‑Dollar Units (HD):
- Price: $0.20 per unit
- Composition: 1 common share + 1 Common Share Purchase Warrant
- Warrant exercise price: $0.25, exercisable for two years from listing date
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Target raise: $1.6 M – $1.75 M (minimum‑maximum)
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Closing Schedule: Multiple closings may commence after the shareholder meetings on December 31, 2025, with the final RTO expected to close on or about January 31, 2026.
- Use of Proceeds: Funds from both FT and HD units will be used for exploration programs on the combined portfolio (e.g., Magusi–Fabie Project in Québec, Little Stull Lake gold project in Manitoba).
- Shareholder Meetings:
- BWR Meeting – December 31, 2025 at 8:00 AM, registered address, Toronto.
- Electro Meeting – December 31, 2025 via Zoom (details to be provided).
- Zoom Presentation: Scheduled for November 27, 2025 at 10:00 AM (link provided in release).
Notable Quotes
“The conclusion of this transaction will establish a company with strong growth potential anchored by high‑grade copper and gold projects,” – Daryl Hodges, Chairman & CEO, Electro Metals and Mining.
“This transaction will create a new publicly traded company with multiple exploration assets across central Canada… the combination provides a stronger platform to advance these assets through the exploration and development cycle,” – Neil Novak, President & CEO, BWR Exploration Inc.