Nexmetals arranges $65-million public offering

Executive Summary

• Nexmetals Mining Corp. announced a best-effort public offering of up to 11,403,509 units at $5.70 per unit, targeting aggregate gross proceeds of up to C$65 million.
• The net proceeds are designated for the prepayment of the first contingent milestone payment under the asset purchase agreement for the Selebi and Selkirk mines, advancing exploration and development in Botswana, and for general corporate purposes.
• The offering includes warrants exercisable at $8.00 per share for 24 months, with an expected closing date on or about November 13, 2025.

Key Details

• Offering Structure: Best-effort public offering of up to 11,403,509 units.
• Price: $5.70 per unit.
• Gross Proceeds: Up to $65 million.
• Unit Composition: Each unit consists of one common share and one common share purchase warrant.
• Warrant Terms: Each warrant entitles the holder to acquire one common share at an exercise price of $8.00. The warrants expire 24 months following the date of issuance.
• Use of Proceeds:
  • Prepayment of the first contingent milestone payment under the asset purchase agreement (APA) for the Selebi and Selkirk mines (timing planned prior to end of 2025).
  • Advancement of exploration and development activities at mineral assets in Botswana.
  • Working capital and general corporate purposes.
• Agents: SCP Resource Finance LP as sole bookrunner; Raymond James Ltd. as co-lead agent.
• Overallotment Option: The co-lead agents have an option to purchase up to 15% of the offered securities to cover overallotments and for market stabilization purposes, exercisable within 30 days of closing.
• Agent Fees:
  • Standard cash fee: 6% of gross proceeds.
  • Reduced cash fee: 2.0% for sales to certain individuals on a president's list for gross proceeds up to $5 million.
• Jurisdictions: Sold via short form prospectus in all Canadian provinces except Quebec; offered in the US on a private placement basis; and in other jurisdictions where no prospectus/registration obligations arise.
• Closing Date: Expected on or about November 13, 2025, subject to necessary approvals.

Notable Quotes

• "Allocating a portion of this financing toward the prepayment of the APA would mark a critical step in securing title to both the Selebi and Selkirk assets, while allowing significant advancement on the high-grade projects in Botswana. Once completed, this will support long-term value creation while further derisking the assets." — Morgan Lekstrom, Chief Executive Officer