Fathom Nickel arranges $3-million private placement

Executive Summary

• Fathom Nickel Inc. announced a best efforts non-brokered private placement financing for aggregate gross proceeds of up to $3 million.
• The offering includes strategic participation by Crescat Capital LLC, which has agreed to invest up to 20% of the total offering.
• Proceeds will fund a 3,000-to-4,000-metre drill program at the Gochager Lake property, commencing mid-to-late February 2026, to test high-priority targets along an 8+ km geochemical anomaly.

Key Details

• Financing Structure:
  • Total Gross Proceeds: Up to $3 million.
  • Charity Flow-Through (FT) Units: Priced at 4.8 cents per unit. Each unit consists of one charity flow-through common share and one transferable common share purchase warrant.
  • Hard Dollar (HD) Units: Priced at 3.1 cents per unit. Each unit consists of one common share and one warrant.
• Strategic Investor:
  • Crescat Capital LLC is participating in up to 20% of the offering.
  • Upon completion, Crescat is expected to own or control approximately 18% of Fathom's common shares on a non-diluted basis.
• Warrant Terms:
  • Warrants attached to Charity FT units are exercisable for 36 months from issuance at an exercise price of 5 cents per share.
  • Warrants attached to HD units were issued to finders based on units sold; specific terms for HD warrants were not detailed beyond their issuance.
• Use of Proceeds:
  • Charity FT Units: To be used before Dec. 31, 2027, for general exploration expenditures qualifying as Canadian exploration expenses (flow-through critical mineral mining expenditures).
  • HD Units: To be used for exploration and development of mineral projects, working capital, and general corporate purposes.
• Drilling Program:
  • Scope: 3,000 to 4,000 metres.
  • Location: Gochager Lake property.
  • Timeline: Commencing mid-to-late February 2026.
  • Objective: Test subsurface geology along an 8+ km strike exploration target defined by recent fieldwork.
• Closing Dates:
  • HD Units: Expected to close on or about Feb. 11, 2026.
  • Charity FT Units: Expected to close on or about Feb. 18, 2026.
• Regulatory & Conditions:
  • Offering is subject to approval by securities regulatory authorities and the Canadian Securities Exchange (CSE).
  • Finders are expected to receive a cash commission (percentage TBD) and warrants based on units sold.

Notable Quotes

• Kevin Smith, CEO and CIO of Crescat Capital: "We are excited to continue to support Fathom as they resume drilling at the Gochager Lake property in a rapidly improving nickel commodity price environment... The current raise will allow the company to complete a 3,000-to-4,000-metre drill program that will test the highest priorities in a very impressive inventory of drill targets. I am very glad to see the company get back to work at this exciting project and eagerly await drill results expected in early Q2."
• Ian Fraser, CEO and VP of Exploration of Fathom Nickel: "We are excited to launch the upcoming drill program at Gochager Lake to drill-test the high-priority targets that our team has continued to refine through geological, geochemical and geophysical analysis. The proceeds from this financing will allow us to complete a 3,000-to-4,000-metre program commencing mid to late February, 2026, to assess the subsurface geology along the eight-plus km exploration target... We are particularly pleased that Crescat has agreed to participate in the offering in such a significant manner."