Original News Release
First Phosphate arranges $15-million private placement
Mr. Bennett Kurtz reports
FIRST PHOSPHATE ANNOUNCES $15 MILLION PRIVATE PLACEMENT PURSUANT TO LIFE OFFERING
First Phosphate Corp. has entered into an agreement with Integrity Capital Group Inc. to act as lead agent and bookrunner in connection with a best efforts private placement for the sale of up to 25 million units of the company at a price of 60 cents per unit for aggregate gross proceeds of up to $15-million.
Each unit will consist of one common share in the capital of the company and one common share purchase warrant of the company. Each warrant will entitle the holder thereof to acquire one common share in the capital of the company at a price per warrant share of 90 cents for a period of 36 months from the closing date (as hereinafter defined). The company shall make best efforts to obtain the necessary approvals to list the warrant shares on the Canadian Securities Exchange; however, there can be no assurances that it will be successful in obtaining such a listing.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106, Prospectus Exemptions, the units will be offered for sale to purchasers resident in all jurisdictions of Canada, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption, and may be offered in the United States and offshore jurisdictions on a private placement basis where the offering can lawfully be made in accordance with applicable laws. The unit shares, warrants and the warrant shares, if exercised, will not be subject to a hold period in accordance with applicable Canadian securities legislation if sold to purchasers resident in Canada.
The company intends to use the net proceeds of the offering to complete the feasibility study and permitting for the company's flagship Begin-Lamarche property, for downstream infrastructure development and acquisitions, and for general corporate purposes. The offering is scheduled to close on Oct. 10, 2025, or such other date or dates as the company and Integrity may determine.
There is an offering document related to this offering that can be accessed under the issuer's profile on SEDAR+ and the company's website. Prospective investors should read this offering document before making an investment decision.
In consideration for their services, the company has agreed to pay Integrity an aggregate cash commission equal to 8 per cent of gross proceeds of the offering (subject to reduction to 2.0 per cent on certain president's list purchases) and to issue that number of non-transferable broker warrants of the company to Integrity equal to 8.0 per cent of the number of units sold under the offering (subject to reduction to 2.0 per cent on certain president's list purchases). Each broker warrant is exercisable to acquire one common share at a price of 90 cents per share for a period of 36 months following the closing date. The broker warrants and company common shares that will be issuable upon the exercise thereof (if any) will be issued pursuant to available exemptions under National Instrument 45-106 other than the listed issuer financing exemption, and, accordingly, will be subject to a hold period expiring four months and one day following the closing date of the offering.
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 rare igneous anorthosite rock that yields high-purity phosphate with minimal impurities.
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