First Phosphate closes $4.7M third tranche of placement

Mr. Bennett Kurtz reports FIRST PHOSPHATE CLOSES THIRD TRANCHE OF OVERSUBSCRIBED PRIVATE PLACEMENT On Sept. 19, 2025, First Phosphate Corp. closed the third tranche of its non-brokered private placement financing, as further described in the company's news releases dated Aug. 5, Aug. 25 and Sept. 15, 2025. In aggregate under the three tranches of the offering, the company raised gross proceeds of $11.4-million through the issuance of 13,067,400 flow-through shares for gross proceeds of $6.5-million, and through the issuance of 9,785,000 hard-dollar units for gross proceeds of $4.89-million. Under the third tranche of the offering, the company raised a total of $4.7-million through the issuance of 3,168,400 flow-through shares for gross proceeds of $1.58-million and 6.22 million hard-dollar units, comprising 6.22 million common shares and 3.11 million warrants, for gross proceeds of $3.1-million. Together with this offering, the company has raised to date a total of approximately $39.9-million in nine management-led non-brokered private placement financings since June, 2022, of which approximately $19.6-million has been closed over the last five months. The company is also pleased to have been able to count on the support of numerous long-only private family offices and institutional funds including AlphaNorth Asset Management. "Thanks to the trust placed in us, First Phosphate is now well capitalized and remains on track to deliver a completed feasibility study by the end of 2026, mining permits by mid 2027 and an operating igneous phosphate mine supported by existing definitive, bankable offtake agreements by mid 2029," says chief executive officer John Passalacqua. "Our timelines are aggressive, and, so they should be: an integrated North American lithium iron phosphate (LFP) battery supply chain is a matter of national security to both the United States and Canada." The company paid $35,600 in cash, and issued 151,520 common shares and 222,720 compensation warrants to finders in connection with the third tranche. In total, in connection with the offering, the company paid $96,800 in cash finders' fees, issued 694,640 common shares and advisory shares at a price of 50 cents per common share, and issued 888,240 compensation warrants, exercisable at a price of 50 cents per common share of the company, until Dec. 31, 2025, subject to an accelerated expiry date. All securities issued under the offering are subject to a four-month-and-one-day statutory hold period in accordance with applicable securities laws. The company intends to use the proceeds from the offering as disclosed in the company's press release dated Aug. 5, 2025. The company may close a final tranche of the offering at its discretion on or before Sept. 23, 2025. The company is also pleased to announce that it has entered into an advertising and e-marketing contract with NaFinance.com (the contractor) to provide marketing services, including internet and social media engagement. The initial term of the agreement is for 13 months, commencing on Sept. 22, 2025, and may be renewed with mutual written agreement. During the initial term the contractor will be paid $2,800. The contractor is based at 22 Larksmere Court, Markham, Ont., L3R 3R1, and reachable at 416-756-9328. Insider participation In connection with the offering, a company controlled by Larry Zeifman, chairman of the board of the company, and a company controlled by Peter Nicholson, director of the company, each purchased 280,112 common shares. As related parties of the company purchased common shares, the transactions are considered related party transactions for the purposes of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). The participation of the related parties of the company are exempt from the formal valuation and minority shareholder approval requirements provided under MI 61-101 in accordance with sections 5.5(a) and 5.7(1)(a) of MI 61-101. The company is relying on an exemption from the formal valuation requirements of MI 61-101 available because the fair market value of the common shares purchased by and issued to the related parties does not exceed 25 per cent of the company's market capitalization, as determined in accordance with MI 61-101. The company did not file a material change report related to the transactions more than 21 days before the expected closing of the transactions as required by MI 61-101 but believes that this shorter period is reasonable and necessary in the circumstances as the company wishes to improve its financial position and to close the offering in short order for sound business reasons. About First Phosphate Corp. First Phosphate is a mineral development company dedicated to producing high-purity phosphate for the LFP battery industry. The company is committed to sustainable extraction and purification with a low anticipated carbon footprint. Its vertically integrated model connects phosphate mining directly into the supply chains of North American battery producers. First Phosphate's flagship project, the Begin-Lamarche property in Saguenay-Lac-Saint-Jean, Que., contains igneous anorthosite rock that yields high-purity phosphate with minimal impurities. We seek Safe Harbor.