Oceanic Iron Ore arranges $50-million in offerings

Executive Summary

• Oceanic Iron Ore Corp. has arranged a combined equity financing of up to $50 million, consisting of both a non-brokered private placement and a bought-deal offering, to fund development activities at its Ungava Bay iron ore projects in Northern Quebec.
• The financing includes the issuance of units at $0.75 per unit, comprising common shares and warrants, with gross proceeds of up to $37.06 million from the non-brokered portion and approximately $11.25 million from the bought-deal portion.
• Key holders of existing convertible debentures (representing ~91% of the outstanding balance) intend to convert their debt into equity contemporaneously with the closing, resulting in the issuance of over 30 million additional shares and warrants.

Key Details

• Total Financing Size: Up to $50 million in equity financing.
• Non-Brokered Offering:
  • Issuer: Up to 49,416,800 units to insiders, strategic investors, family offices, and accredited investors.
  • Price: $0.75 per unit.
  • Gross Proceeds: Up to $37,062,600.
  • Composition: Each unit consists of one common share and one-half of one warrant.
  • Warrant Terms: Each whole warrant is exercisable to purchase one common share at an exercise price of $0.95 per share for a period of 36 months from the closing date.
• Bought-Deal Offering:
  • Agents: National Bank Financial Inc. and Haywood Securities Inc. as joint bookrunners and co-lead agents.
  • Quantity: 15,000,000 units purchased for resale on a bought-deal basis.
  • Price: $0.75 per unit (same as non-brokered).
  • Gross Proceeds: Approximately $11,250,000.
  • Over-Allotment Option: Underwriters have an option to purchase up to an additional 15% of the bought-deal size (up to 2,250,000 units) within 48 hours prior to closing, for potential additional gross proceeds of $1,687,500.
  • Fees: The company will pay underwriters a cash fee of 6% of the gross proceeds from the bought-deal units, including any units sold under the option.
• Debenture Conversion:
  • Key holders of existing convertible debentures (approx. 91% of combined principal balance) intend to convert all debentures contemporaneously with the offerings.
  • Resulting Issuance: 30,100,521 common shares and 30,100,521 share purchase warrants.
• Use of Proceeds: Financing permitting and development costs for the Hopes Advance, Morgan Lake, and Roberts Lake iron ore projects; advancing strategic investment initiatives; and general corporate purposes.
• Closing Date: Expected on or about February 13, 2026, subject to regulatory approvals (TSX Venture Exchange and securities regulatory authorities).
• Hold Period: All securities issued are subject to a four-month-and-one-day hold period under Canadian securities laws.
• Jurisdiction: Offered in all Canadian provinces/territories, the United States, and other jurisdictions via prospectus/registration exemptions.

Notable Quotes

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