NOA Lithium Announces Closing of Bought Deal LIFE Private Placement for Gross Proceeds of C$5.9 Million

Executive Summary

• NOA Lithium Brines Inc. closed a bought‑deal private placement raising gross proceeds of C$5,918,692 from the sale of 22,764,000 units at C$0.26 per unit.
• Each unit includes one common share and one common share purchase warrant (exercise price C$0.40, exercisable through Dec 1 2028).
• Net proceeds will be used to advance the Rio Grande lithium project in Salta Province, Argentina, and for general corporate purposes and working capital.

Key Details

• Offering Size: 22,764,000 units sold for total gross proceeds of C$5,918,692.
• Pricing: Offering price of C$0.26 per unit; each warrant exercisable at C$0.40 per share.
• Underwriter: Red Cloud Securities Inc., acting as sole underwriter and bookrunner.
• Commission to Underwriter: Cash commission of C$250,929.12 plus 965,112 broker warrants (exercise price C$0.40, exercisable through Dec 1 2028). Broker warrants subject to a statutory hold period until April 2 2026.
• Use of Proceeds: Advancement of the Rio Grande Project; general corporate purposes and working capital.
• Related Party Participation: Clean Elements Ltd. subscribed for 5,770,000 units, bringing its ownership to 31.4% (non‑diluted) / 34.65% (fully‑diluted). The transaction qualifies as a related‑party transaction under MI 61‑101 but is exempt from valuation and minority‑shareholder approval requirements.
• Hold Periods: Units issued to Canadian investors are freely tradeable immediately; units sold to Clean Elements subject to a four‑month plus one‑day hold period per TSXV policy. Broker warrants also subject to statutory hold period.
• Regulatory Conditions: Closing remains subject to final approval by the TSX Venture Exchange (TSXV). Securities not registered under U.S. securities laws and may not be offered or sold in the United States absent exemption.
• Documentation: Amended Offering Document available on SEDAR+ and company website.

Notable Quotes

“We are satisfied with the strong interest shown in this financing… We will continue advancing the development of our flagship Rio Grande project, with the goal of taking it to feasibility and then production in the shortest possible time.” – Gabriel Rubacha, CEO & Director

Materiality Assessment: Material – Positive (significant capital raise to fund a key development project).