Original News Release
Hayasa arranges $1.7-million private placement
Mr. Joel Sutherland reports
HAYASA ANNOUNCES NON-BROKERED LIFE OFFERING OF UNITS
Hayasa Metals Inc. has arranged a non-brokered private placement of up to 10 million units at a price of 17 cents per unit for gross proceeds of up to $1.7-million. Each unit will comprise one common share of the company and one-half of one share purchase warrant. Each whole share purchase warrant will entitle the holder to purchase one share at a purchase price of 22 cents from the date that is 61 days following the close of the placement until the date that is 18 months from the close of the placement.
The units to be issued under the placement will be offered to purchasers pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 -- Prospectus Exemptions (Listed Issuer Financing Exemption), in all the provinces of Canada, excluding Quebec. The company may also offer the units for sale in the United States pursuant to available exemptions from the registration requirements of the United States Securities Act of 1933, as amended, and in those other jurisdictions outside of Canada and the United States provided it is understood that no prospectus filing or comparable obligation arises in such other jurisdiction. The securities offered under the listed issuer financing exemption will not be subject to Canadian resale restrictions in accordance with applicable Canadian securities laws.
Joel Sutherland, chief executive officer of Hayasa, states: "This financing funds the 2026 Urasar drilling campaign, and in the meantime, investors and participants in the offering can look forward to assays from the Urasar 2025 drilling campaign expected to be released shortly after closing. Additionally, assays from Vardenis will likely be released in Q1 2026. Management is optimistic that 2026 will continue to deliver value to Hayasa shareholders."
The placement is being led by existing shareholders and insiders. Net proceeds of the placement will be used to advance exploration at the company's Urasar project in Armenia, evaluate other mineral property opportunities and for general working capital purposes.
There is an offering document relating to the placement that can be accessed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.
The company may pay finders' fees in connection with the placement, as permitted by applicable securities laws and the rules of the TSX Venture Exchange. The finder's fee will consist of a commission equal to up to 5.0 per cent of the proceeds raised by eligible finders, payable in cash.
The placement is scheduled to close on or about Sept. 30, 2025, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the conditional approval of the TSX-V. The placement may be closed in multiple tranches.
Certain directors and/or officers of the company will acquire securities under the placement. Any such participation would be considered to be a related party transaction as defined under Multilateral Instrument 61-101 (MI 61-101). The company anticipates that such participation in the placement will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the units acquired, nor the consideration paid by such directors or officers will exceed 25 per cent of the company's market capitalization. Pursuant to the policies of the TSX-V, units acquired by directors or officers of the company will be subject to a four-month hold period.
About Hayasa Metals Inc.
Hayasa Metals is a Canadian-based exploration company focused on advancing its copper and gold projects in the Tethyan mineral belt of Armenia. The company controls both the Urasar copper-gold project and the Vardenis copper-gold project. The company is committed to responsible exploration and sustainable development practices while creating long-term value for shareholders. Hayasa trades on the TSX Venture Exchange under the symbol HAY and on the OTCQB under HAYAF.
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