Arctic Fox closes $180,000 first tranche of placement

Executive Summary

• Arctic Fox Lithium Corp. closed the first tranche of a non-brokered private placement, raising $180,000, and announced an upsizing of the total offering to up to $500,000.
• The company completed a 1-for-10 share consolidation, with post-consolidated trading beginning on November 18, 2025.
• The company settled outstanding debts totaling $349,935 by issuing 3,499,349 common shares, including a related-party transaction involving insiders.

Key Details

• Private Placement (First Tranche):
  • Closed non-brokered private placement of 1.8 million units.
  • Price: 10 cents per unit.
  • Gross Proceeds: $180,000.
  • Structure: Each unit consists of one common share and one share purchase warrant.
  • Warrant Terms: Entitles holder to acquire one additional share at $0.12 per share for 24 months from issuance.
  • Use of Proceeds: General working capital purposes.
  • Hold Period: Four months plus one day.
  • Finders' Fees: None paid.
• Private Placement (Upsize):
  • Due to strong demand, the private placement is upsized to aggregate gross proceeds of up to $500,000.
  • Terms: Same as the first tranche (one share and one warrant per unit).
• Share Consolidation:
  • Completed consolidation of issued and outstanding common shares on a 1-for-10 basis.
  • Purpose: To appeal to a broader base of investors and enhance capital markets profile.
  • Trading Status: Post-consolidated trading began on November 18, 2025.
  • Ticker/Name: Unchanged.
• Debt Settlement:
  • Settled outstanding debts owed to arm's-length creditors totaling $349,935.
  • Consideration: Issued 3,499,349 common shares at a deemed price of 10 cents per share.
  • Rationale: To preserve cash for working capital.
  • Related Party Transaction: 1,753,249 shares were issued directly or indirectly to insiders.
  • Regulatory Compliance: Relied on exemptions from formal valuation and minority shareholder approval under Multilateral Instrument 61-101, as the fair market value of the shares and the debt did not exceed 25% of the company's market capitalization.

Notable Quotes

• None explicitly quoted in the text, though the Board's determination regarding the debt settlement is noted.