XXIX Metal closes $17.25-million financing

Executive Summary

• XXIX Metal Corp. closed a best‑efforts private placement raising approximately $17.25 million in gross proceeds.
• The offering consisted of Ontario and Quebec charity flow‑through units and non‑flow‑through units, issuing over 140 million securities (FT shares, warrants, and common shares).
• Proceeds are earmarked for eligible Canadian exploration expenses on the Opemiska project (Quebec) and Thierry project (Ontario), as well as general corporate purposes and working capital.

Key Details

• Units Issued:
• 27,778,000 Ontario charity flow‑through (FT) units @ $0.18 per unit
• 31,579,000 Quebec charity FT units @ $0.19 per unit
• 52,083,917 non‑flow‑through units @ $0.12 per unit

• Total Gross Proceeds: $17,250,120.

• Composition of Units:

• Each Ontario FT unit = 1 common share + ½ common share purchase warrant (both flow‑through).
• Each Quebec FT unit = 1 common share + ½ warrant (both flow‑through under Quebec tax rules).

• Non‑flow‑through units = 1 common share + ½ warrant (not flow‑through).

• Warrant Terms:

• Exercise price: $0.17 per share.

• exercisable for 24 months from closing; restriction on exercise expires 61 days after issue date.

• Securities Issued in Total:

• 58,343,800 FT shares

• 29,171,900 warrants

• Exemptions Utilized:

• Part 5A of NI 45‑106 (listed issuer financing exemption) for the majority of securities.

• Accredited investor and minimum amount investment exemptions for 1,013,200 Ontario FT units and 52,083,917 non‑flow‑through units.

• Hold Period: Securities not issued under the listed‑issuer exemption are subject to a hold period of four months + one day.

• Use of Proceeds:

• Gross proceeds from Ontario FT units → eligible Canadian exploration expenses for the Thierry project (Ontario).
• Gross proceeds from Quebec FT units → eligible Canadian exploration expenses for the Opemiska project (Quebec).

• Net proceeds also allocated to advance the Opemiska preliminary feasibility study, additional studies, general corporate purposes, and working capital.

• Insider Participation: Insiders subscribed for 150,000 securities; transaction qualifies as a related‑party transaction under MI 61‑101 but falls below the 25 % market‑cap threshold, so no minority‑shareholder approval required.

• Agent Compensation:

• Cash commission paid to agents: $877,207.

• Broker warrants issued: 5,886,455 (exercise price $0.12, exercisable for 24 months).

• Regulatory Condition: Closing subject to final approval by the TSX Venture Exchange.