Element One arranges financings for up to $1.99-million

Executive Summary

• Element One Hydrogen and Critical Minerals Corp. announced two concurrent brokered private placements led by Centurion One Capital Corp. to raise up to approximately $2 million in gross proceeds.
• The first tranche is a Listed Issuer Financing Exemption (LIFE) offering of up to $997,500, while the second is a concurrent non-LIFE offering of up to $1,002,500, with an option to increase the latter by up to $1.95 million.
• The company also announced the grant of stock options and restricted share units to executives and directors, and entered into a marketing agreement with Bantr Media Inc.

Key Details

• LIFE Offering:
  • Raised up to $997,500 via the sale of up to 6.65 million LIFE units.
  • Issue price: 15 cents per unit.
  • Each unit consists of one common share and one-half share purchase warrant.
  • Warrant terms: Exercisable at 20 cents per share for 36 months, commencing 61 days after the closing date.
  • Exempt from statutory hold period under Canadian securities laws.
• Concurrent Non-LIFE Offering:
  • Raised up to $1,002,500 via the sale of up to 6,683,333 non-LIFE units.
  • Issue price: 15 cents per unit.
  • Each unit consists of one common share and one warrant.
  • Warrant terms: Exercisable at 20 cents per share for 36 months from the closing date.
  • Subject to a statutory four-month hold period.
  • Agent Option: Centurion One Capital has an option to increase the offering by up to 6,316,666 additional non-LIFE units. If exercised in full, the total non-LIFE units would be 12,999,999 for aggregate gross proceeds of $1.95 million.
• Use of Proceeds: Exploration activities and general working capital.
• Closing: Expected on or around February 24, 2026, subject to CSE approval and other conditions.
• Related Party Participation: Insiders and related parties may acquire up to 25% of the units; this is expected to be exempt from formal valuation and minority shareholder approval requirements under MI 61-101.
• Equity Grants:
  • Granted 1,225,000 stock options to executive officers, directors, and consultants.
  • Exercise price: 20 cents per share.
  • Term: One or five years.
  • Granted 347,500 restricted share units (RSUs).
  • Issued pursuant to the company's omnibus incentive plan.
• Marketing Agreement:
  • Entered into an agreement with Bantr Media Inc.
  • Initial term: Six months, commencing immediately.

Notable Quotes

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