Abitibi Files Final Short Form Prospectus in Connection with a Bought Deal Public Offering of Common Shares and Flow-Through Shares

Rhea-AI Summary

Abitibi Metals Corp (OTCQB: AMQFF) filed a final short form prospectus in Canada for a bought-deal offering totaling $14,004,000 gross proceeds. The Offering comprises 11,430,000 common shares at $0.35 (gross $4,000,500) and 17,550,000 flow-through shares at $0.57 (gross $10,003,500). Closing is expected on or about Dec 16, 2025, subject to customary conditions and regulatory approvals.

The Underwriters include BMO Capital Markets as lead, with a 30-day over-allotment option to buy up to 4,347,000 additional Offered Securities (max 15%). Flow-through shares will have tax renunciation only to original subscribers; redistributed shares will not qualify as flow-through for charities or subsequent purchasers. The Final Prospectus is available on SEDAR+.

Positive

• Gross proceeds of $14,004,000
• Flow-through component raises $10,003,500 for exploration expenses
• Over-allotment option up to 4,347,000 shares (15%) for stabilization

Negative

• Offered securities subject to customary closing conditions and regulatory approvals
• Flow-through status does not extend to charities or subsequent purchasers

Final Short Form Prospectus is Accessible on SEDAR+

London, Ontario--(Newsfile Corp. - December 9, 2025) - Abitibi Metals Corp. (CSE: AMQ) (OTCQB: AMQFF) (FSE: FW0) ("Abitibi" or the "Company") is pleased to announce that, in connection with its previously announced "bought-deal" offering (the "Offering") led by BMO Capital Markets, as sole bookrunner and lead underwriter (the "Lead Underwriter"), together with Haywood Securities Inc., as co-lead manager, ATB Securities Inc., Desjardins Securities Inc., Paradigm Capital Inc. and Stifel Nicolaus Canada Inc. (collectively, with the Lead Underwriter, the "Underwriters"), it has filed a final short form prospectus (the "Final Prospectus") in each of the provinces of Canada to qualify the distribution of: (i) 11,430,000 common shares of the Company (the "Offered Common Shares") at a price of $0.35 per Offered Common Share for gross proceeds of $4,000,500; and (ii) 17,550,000 common shares of the Company issued as "flow-through shares" (the "Flow-Through Shares" and, together with the Offered Common Shares, the "Offered Securities") at a price of $0.57 per Flow-Through Share for gross proceeds of $10,003,500, for total gross proceeds to the Company of $14,004,000.

Closing of the Offering is expected to take place on or about December 16, 2025, or such other date as may be agreed upon by the Company and the Lead Underwriter, but in any event not later than 42 days following the date hereof (the "Closing Date"). Closing of the Offering is subject to customary closing conditions, including the receipt of all applicable regulatory approvals.

The Company has granted the Underwriters an over-allotment option (the "Over-Allotment Option"), exercisable in whole or in part, at the sole discretion of the Lead Underwriter, on behalf of the Underwriters, for a period of 30 days from and including the Closing Date, to purchase up to 4,347,000 additional Offered Common Shares and/or additional Flow-Through Shares at their respective offering prices, provided that the maximum number of additional Offered Securities issued pursuant to the Over-Allotment Option does not exceed 15% of the aggregate number of Offered Securities sold under the base Offering, solely to cover over-allotments, if any, and for market stabilization purposes.

The Company understands that purchasers of Flow-Through Shares under the Offering intend to: (i) donate some or all of such Flow-Through Shares to registered charities, who may sell such Flow-Through Shares to purchasers arranged by the Underwriters, and/or (ii) sell some or all of such Flow-Through Shares to purchasers arranged by the Underwriters, in each case on the Closing Date or the closing date for the Over-Allotment Option, as applicable, and at a price of $0.35 per share (such Flow-Through Shares described in (i) and (ii), collectively, the "Redistributed Shares"). The Flow-Through Shares will only qualify as "flow-through shares" for purposes of the Income Tax Act (Canada) and the Taxation Act (Québec) for the original subscriber and will not qualify as "flow-through shares" for a registered charity or subsequent purchaser of the Redistributed Shares and consequently the Company will only renounce "Canadian exploration expenses" (as defined in the Income Tax Act (Canada) and the Taxation Act (Québec)) to the original subscriber of the Flow-Through Shares. The Final Prospectus qualifies the distribution of the Flow-Through Shares as well as the subsequent distribution of the Redistributed Shares on the Closing Date or the closing date for the Over-Allotment Option, as applicable.

Delivery of the Final Prospectus and any amendment will be satisfied in accordance with the "access equals delivery" provisions of applicable securities legislation. The Final Prospectus is accessible on SEDAR+ (www.sedarplus.ca) under the Company's issuer profile.

An electronic or paper copy of the Final Prospectus and any amendment may be obtained, without charge, from BMO Nesbitt Burns Inc., by mail at Brampton Distribution Centre c/o The Data Group of Companies, 9195 Torbram Road, Brampton, ON, L6S 6H2, by telephone at 905-791-3151 (ext. 4312) or by email at torbramwarehouse@datagroup.ca, by providing BMO Nesbitt Burns Inc. with an email or address, as applicable. The Final Prospectus contains important, detailed information about the Company and the Offering. Prospective investors should read the Final Prospectus before making an investment decision.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities nor shall any sale of securities occur in any jurisdiction, including the United States, in which such offer, solicitation or sale is unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any securities laws of any state of the United States and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable securities laws of any state of the United States unless an exemption from such registration requirements is available.

On behalf of the Board of Abitibi Metals Corp.

"Jonathon Deluce"
President & CEO, Director

About Abitibi Metals Corp.

Abitibi Metals Corp. is dedicated to acquiring and exploring mineral properties within Quebec, with a particular emphasis on high-quality base and precious metal assets that offer significant potential for growth and expansion.

For more information, please contact Jon Deluce (President & CEO, Director) at 226-271-5170, email info@abitibimetals.com, or visit https://www.abitibimetals.com.

Cautionary Notes and Forward-Looking Statements

This document contains certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively "forward-looking statements"). The use of the words "will" and "expected" and similar expressions are intended to identify forward-looking statements. These statements include statements regarding the terms and completion of the Offering, the expected closing date of the Offering, the exercise of the Over-Allotment Option, the ability to obtain all approvals in connection with the Offering, the ability to incur and renounce eligible flow-through expenditures, the exploration and development potential of the Company's properties and the significance of previous exploration results. Although Abitibi believes that the expectations reflected in such forward-looking statements and/or information are reasonable, readers are cautioned that actual results may vary from the forward-looking statements. The Company has based these forward-looking statements and information on the Company's current expectations and assumptions about future events. These statements also involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements, including the risks, uncertainties and other factors identified in the Company's annual information form, for the year ended December 31, 2024 available at www.sedarplus.ca under the Company's issuer profile. Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and Abitibi does not undertake any obligation to publicly update or revise any of these forward-looking statements except as may be required by applicable securities laws.

Not for distribution to U.S. news wire services or dissemination in the United States.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/277493

FAQ

What is Abitibi Metals (AMQFF) raising in the bought-deal offering on December 9, 2025?

Abitibi is raising $14,004,000 via 11,430,000 common shares at $0.35 and 17,550,000 flow-through shares at $0.57.

When is the expected closing date for Abitibi's offering (AMQFF)?

Closing is expected on or about December 16, 2025, or no later than 42 days from the filing date, subject to conditions.

What over-allotment option did Abitibi provide in the prospectus for AMQFF?

The Underwriters have a 30-day option to purchase up to 4,347,000 additional Offered Securities, equal to 15% of the base Offering.

How do the flow-through shares in Abitibi's offering affect tax treatment for charities or resale?

The flow-through shares will only qualify as flow-through for the original subscriber; charities or subsequent purchasers of redistributed shares will not receive flow-through tax treatment.

Where can investors access Abitibi Metals' final short form prospectus (AMQFF)?

The Final Prospectus is available on SEDAR+ under Abitibi Metals' issuer profile and can be requested from BMO Nesbitt Burns without charge.