Falcon Energy Materials closes $25-million financing

Executive Summary

• Falcon Energy Materials PLC has closed a non-brokered private placement raising C$25 million in gross proceeds.
• The company welcomed significant new shareholders, including Argentem Creek Partners and investors from the Middle East and Europe, while existing major shareholder La Mancha Investments SARL exercised anti-dilution rights.
• Proceeds will be used to accelerate the development of the company's strategic graphite projects in Morocco and for general working capital.

Key Details

• Transaction Structure: Non-brokered private placement of 41,666,666 units.
• Price: 60 cents per unit.
• Gross Proceeds: C$25 million.
• Unit Composition: Each unit consists of one ordinary share and one share purchase warrant.
• Warrant Terms: Each warrant allows the purchase of one additional share at an exercise price of 75 cents per warrant share.
• Warrant Expiry: 36 months from the date of closing.
• Use of Proceeds: Advancement of strategic projects in Morocco and general working capital requirements.
• Hold Period: All securities are subject to a statutory four-month hold period until June 21, 2026.
• Commissions: No commissions were paid in connection with the private placement.
• Shareholder Impact: La Mancha Investments SARL, the largest shareholder, holds a 24.1% interest based on fully diluted shares outstanding.
• Regulatory Status: The issuance is considered a related party transaction under TSX-V Policy 5.9 and MI 61-101; exemptions from formal valuation and minority approval were relied upon as the value did not exceed 25% of market capitalization. The placement is subject to final TSX-V approval.

Notable Quotes

• "We are extremely pleased with the strong investor confidence demonstrated by the successful closing of this private placement... The support shown by participants in this private placement will enable us to advance rapidly the development of our project in Morocco." — Matthieu Bos, Chief Executive Officer