Arctic Fox Closes Private Placement And Debt Settlement And Upsizes Private Placement

Executive Summary

• Arctic Fox Lithium closed the first tranche of a non‑brokered private placement, issuing 1,800,000 units at CAD $0.10 each for gross proceeds of CAD $180,000.
• The company announced an upsized private placement target of up to CAD $500,000 on the same terms.
• A share consolidation (1 new share for every 10 existing shares) was completed in November 2025 and trading on a post‑consolidated basis began on Nov 18, 2025.
• Arctic Fox settled outstanding creditor debt of CAD $349,935 by issuing 3,499,349 common shares at a deemed price of CAD $0.10 per share.

Key Details

• Private Placement – First Tranche
• Units issued: 1,800,000 (each unit = 1 common share + 1 warrant)
• Price per unit: CAD $0.10
• Gross proceeds: CAD $180,000
• Warrant terms: right to purchase one additional share at CAD $0.12 for 24 months from issuance

• Use of proceeds: general working capital

• Upsized Private Placement

• Target aggregate gross proceeds: up to CAD $500,000

• Unit structure and pricing identical to First Tranche

• Share Consolidation

• Ratio: 1 new share for every 10 existing shares
• Effective trading date (post‑consolidated): November 18, 2025

• Ticker symbol unchanged

• Debt Settlement

• Total debt settled: CAD $349,935
• Shares issued to settle debt: 3,499,349 common shares at a deemed price of CAD $0.10 per share

• Related‑party portion: 1,753,249 shares issued to insiders (exempt from formal valuation and minority approval under MI 61‑101)

• Hold Period

• All securities from the First Tranche subject to a four‑month plus one‑day hold period per securities law

Notable Quotes

“The consolidation will help position the Company to appeal to a broader base of investors and enhance its capital markets profile.” – Harry Chew, President & CEO

Materiality Assessment: Material – Positive (financing provides working‑capital liquidity; debt settlement improves balance sheet; share consolidation may broaden investor base).