Cosa Resources increases private placement to $7.5M

Executive Summary

• Cosa Resources Corp. has entered into an amended agreement to upsize its private placement offering to raise up to C$7.5 million in aggregate gross proceeds.
• The offering consists of three distinct tranches: hard-dollar units, charity flow-through units, and flow-through common shares, each with specific pricing and warrant structures.
• Net proceeds will be used for exploration and working capital, while gross proceeds from flow-through instruments will fund eligible Canadian exploration expenses on the company's uranium projects in the Athabasca basin.

Key Details

• Aggregate Gross Proceeds: Up to approximately C$7.5 million.
• Tranche 1 (Hard-Dollar Units):
  • Quantity: Up to 11,538,462 units.
  • Price: C$0.26 per unit.
  • Structure: Each unit consists of one common share plus one-half of one common share purchase warrant.
• Tranche 2 (Charity Flow-Through Units):
  • Quantity: Up to 7,537,690 units.
  • Price: C$0.398 per charity FT unit.
  • Structure: Each unit consists of one FT share plus one-half of one warrant.
  • Note: Purchasers may resell or donate these units to registered charities, which may sell them concurrent with closing.
• Tranche 3 (Flow-Through Common Shares):
  • Quantity: Up to 5,000,000 shares.
  • Price: C$0.30 per FT share.
• Warrant Terms:
  • Each warrant entitles the holder to purchase one common share.
  • Exercise Price: C$0.37 per share.
  • Duration: 24 months following the closing date.
• Use of Proceeds:
  • Net proceeds from units: Finance exploration and additional working capital.
  • Gross proceeds from charity FT units and FT shares: Incur eligible Canadian exploration expenses (flow-through critical mineral mining expenditures) and eligible flow-through mining expenditures related to uranium projects in the Athabasca basin, Saskatchewan.
  • Renunciation Date: All qualifying expenditures will be renounced in favour of subscribers effective December 31, 2025.
  • Expenditure Deadline: On or before December 31, 2026.
• Closing Date: Expected on or about December 4, 2025, subject to conditions including TSX Venture Exchange approval.
• Hold Period: Four months plus one day following the closing date under applicable Canadian securities laws.
• Agent Compensation:
  • Cash Commission: 5.0% of gross proceeds (3.0% for up to $1.5 million issued to certain purchasers on a president's list).
  • Compensation Options: Issued to agents to acquire common shares equal to 6.0% of the number of offered securities sold (excluding president's list issuances).
  • Option Exercise Price: Equal to the unit issue price.
  • Option Duration: 24 months following the closing date.
• Regulatory Basis: Offered via accredited investor, family, friends and business associates, and minimum amount investment exemptions under National Instrument 45-106 in Canada, and private placement exemptions in the US and offshore jurisdictions.

Notable Quotes

• No direct quotes from the CEO/President were included in the provided text.