Scandium Canada arranges $10M bought deal offering

Executive Summary

• Scandium Canada Ltd. has entered into an agreement for a $10 million bought deal offering of 45,455,000 units at a price of 22 cents per unit, led by Research Capital Corp.
• Each unit consists of one common share and one common share purchase warrant, with the warrants exercisable at 30 cents per share for 30 months.
• Net proceeds will be allocated to project expenditures at the Crater Lake project, development of proprietary aluminum-scandium alloys, and general corporate working capital.

Key Details

• Transaction Structure: Bought deal offering of units.
• Underwriter: Research Capital Corp. (lead underwriter and sole bookrunner).
• Units Sold: 45,455,000 units.
• Price Per Unit: $0.22 CAD.
• Gross Proceeds: $10,000,100.
• Over-Allotment Option: Underwriters have an option to purchase up to an additional 6,818,250 units within 48 hours prior to closing, generating up to $1,500,015 in additional gross proceeds.
• Unit Composition: Each unit comprises one common share and one common share purchase warrant.
• Warrant Terms:
  • Each warrant entitles the holder to acquire one common share.
  • Exercise Price: $0.30 per share.
  • Duration: 30 months from the closing date.
• Use of Proceeds:
  1. Project expenditures and works on the Crater Lake project.
  2. Development and precommercialization work on proprietary aluminum-scandium alloys.
  3. General corporate and working capital purposes.
• Underwriter Compensation:
  • Cash Commission: Up to 6% of aggregate gross proceeds (including option exercise).
  • Broker Warrants: Non-transferable warrants equal to up to 6% of the number of units sold (including option exercise).
  • Broker Warrant Exercise Price: $0.22 per share.
  • Broker Warrant Duration: 30 months following closing date.
  • Broker Warrant Hold Period: Statutory restricted period of four months and one day.
• Regulatory Basis: Issued in reliance on the listed issuer financing exemption under National Instrument 45-106 (Part 5A) for Canadian residents (except Quebec) and Regulation 45-106 for Quebec residents. Also offered in the US and other jurisdictions via private placement exemptions.
• Expected Closing Date: On or about March 17, 2026.
• Conditions Precedent: Subject to closing conditions, including receipt of necessary approvals, specifically the approval of the TSX Venture Exchange.