Viridian Metals closes first tranche of financing

Executive Summary

• Viridian Metals Inc. closed the first tranche of its non-brokered private placement, raising aggregate gross proceeds of $591,543.68 through the issuance of flow-through shares and hard-dollar units.
• The company completed a short-form vertical amalgamation with its wholly-owned subsidiary, Viridian Metals Corp., effective December 1, 2025, to streamline reporting and reduce administrative costs.
• The company issued a correction regarding finder's warrants previously issued in June 2025, increasing the total count from 29,167 to 58,334 warrants with an extended expiry date.

Key Details

• Financing Structure & Proceeds:
  • Aggregate Gross Proceeds: $591,543.68.
  • Flow-Through Shares: 296,672 shares issued at $0.75 per share, generating $222,504 in gross proceeds.
  • Hard-Dollar Units: 658,999 units issued at $0.56 per unit, generating $369,039.68 in gross proceeds.
  • Use of Proceeds: Flow-through share proceeds must be used for eligible Canadian exploration expenses (surface geochemistry, geophysics, drill targeting) at the Labrador mining projects, renounced to subscribers by Dec 31, 2025. Hard-dollar unit proceeds are for general working capital and corporate purposes.
• Warrant Terms (Financing):
  • Each hard-dollar unit includes one common share and one-half of one share purchase warrant.
  • Exercise Price: $0.75 per share.
  • Expiry: December 2, 2027.
  • Statutory Hold Period: Four months and one day, expiring April 3, 2025.
• Finder’s Fees & Warrants (Current Tranche):
  • Cash Fee: $21,840.28 paid in cash, representing 7% of proceeds from subscribers introduced by finders.
  • Finder’s Warrants Issued: 32,667 warrants.
  • Finder’s Warrant Terms: Entitles holder to purchase one common share at $0.75 until December 2, 2027, with no acceleration provision.
• Total Securities Issued (First Tranche):
  • Common Shares: 955,671 total (296,672 designated as flow-through shares).
  • Warrants: 310,380 total (including finders' warrants), each exercisable at $0.75 until December 2, 2027.
• Amalgamation Details:
  • Transaction: Short-form vertical amalgamation with Viridian Metals Corp. (wholly-owned subsidiary).
  • Effective Date: December 1, 2025.
  • Purpose: To streamline financial and regulatory reporting and reduce administrative costs.
  • Impact on Capital: No new securities issued; share capital unchanged (excluding the financing above). Subsidiary shares cancelled; assets, liabilities, and obligations assumed by Viridian Metals Inc.
  • Listing: Name remains Viridian Metals Inc.; Cusip and ISIN unchanged; listed on Canadian Securities Exchange under symbol VRDN.
• Correction of Finder’s Warrants (June 2025 Tranche):
  • Previous Error: Reported issuance of 29,167 finder's warrants with expiry May 13, 2028.
  • Correction: Agreement entitled finder to warrants equal to the total number of units issued by introduced subscribers.
  • Revised Issuance: 58,334 total finder's warrants (29,167 additional).
  • Revised Terms: Exercise price $0.75; Expiry June 4, 2028.
  • Action: Amended and restated warrant certificate issued.

Notable Quotes

• "This raise was driven by investor demand, not capital need. Viridian is already well funded and this initial tranche allows us to bring committed investors into the fold," said Tyrell Sutherland, president and chief executive officer of Viridian.