Canamera Energy Metals Announces Non-Brokered Flow-Through Private Placement

Canamera Energy Metals (EMETF) announced a non-brokered flow-through private placement on December 4, 2025 to raise up to $1.12 million via issuance of up to 2,000,000 FT Units at $0.56 per FT Unit.

Rhea-AI Summary

Canamera Energy Metals (EMETF) announced a non-brokered flow-through private placement on December 4, 2025 to raise up to $1.12 million via issuance of up to 2,000,000 FT Units at $0.56 per FT Unit. Each FT Unit includes one flow-through share and one-half of a warrant; each whole FT Warrant is exercisable at $0.65 for 36 months. Proceeds are intended to be used to incur Canadian exploration expenses that will qualify as flow-through mining expenditures and be renounced to purchasers. The offering is subject to customary closing conditions and securities will carry a statutory hold period of four months and one day. The company may pay finders up to 6% cash plus 6% finders fees under CSE rules.

Positive

• Gross proceeds target of $1.12 million
• Issue of up to 2,000,000 flow-through units
• Proceeds earmarked for Canadian exploration expenses
• Warrants add potential upside at exercise

Negative

• Potential dilution from 2,000,000 new shares plus warrants
• Statutory hold of four months and one day limits liquidity
• Finder compensation up to 6% cash plus 6% fees increases issuance cost

Argus Dec 4 session

-8.21% close to close Open Argus

Details

News Market Reaction – EMETF

On Dec 4, the day this news came out, EMETF closed 8.21% below the previous close.

Data tracked by StockTitan Argus for the Dec 4 session.

Key Figures

Private placement size: $1.12 million FT Units offered: 2,000,000 units FT Unit price: $0.56 per unit +5 more

Private placement size

$1.12 million

Maximum gross proceeds from non-brokered flow-through offering

FT Units offered

2,000,000 units

Maximum number of flow-through units in the placement

FT Unit price

$0.56 per unit

Subscription price for each flow-through unit

Warrant exercise price

$0.65

Exercise price per share for each whole FT Warrant

Warrant term

36 months

Exercise period for each whole FT Warrant

Hold period

Four months and one day

Statutory hold on securities issued in the offering

Finder cash fee

6%

Potential cash compensation to finders on funds raised

Finder warrant fee

6%

Potential finder warrants/fees as a percentage, under CSE rules

Historical Context

3 past events · Latest: Dec 08

3 events

1. Dec 08

   Asset acquisition

   24h Move

   +5.8%

   Option to earn up to 90% of Great Divide Basin uranium project.

2. Dec 04

   Private placement

   24h Move

   -8.2%

   Announced non-brokered flow-through private placement for up to $1.12M.

3. Dec 02

   Exploration claims

   24h Move

   +7.9%

   Staked 85 new mining claims totaling about 1,756 acres in Colorado.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

flow-through units, flow-through common share, common share purchase warrant, flow-through mining expenditures, +3 more

7 terms

flow-through units financial

"complete a non-brokered private placement ... by way of issue of up to 2,000,000 flow-through units"

Flow-through units are a type of security issued by natural-resource companies that bundles an equity stake with the right to claim certain tax deductions tied to the issuer’s exploration or development spending. For investors, they act like buying a share plus a coupon that lowers your taxable income, which can make the investment cheaper after tax but also ties returns to risky, early-stage projects and to changes in tax rules or commodity fortunes. Investors care because flow-through units change the after-tax value, dilution and risk profile of owning the company.

flow-through common share financial

"each FT Unit consisting of one flow-through common share and one-half of one common share purchase warrant"

A flow-through common share is a stock issued by a natural-resource exploration company that transfers certain tax deductions for the company’s exploration expenses to the investor; buying one is like getting both an ownership stake and a tax receipt for exploration costs the company incurred. It matters because the tax benefit lowers the investor’s after-tax cost of the investment and can make these shares more attractive, but they also dilute existing owners and their value depends on tax rules and the underlying project’s success.

common share purchase warrant financial

"one-half of one common share purchase warrant ("FT Warrants"), with each whole FT Warrant exercisable"

A common share purchase warrant is a tradable contract that gives its holder the right, but not the obligation, to buy a company’s common stock at a specified price within a set period. Think of it like a coupon for future shares: if the stock rises above the coupon price it can boost returns for the holder, but when used it increases the number of outstanding shares and can reduce each existing shareholder’s ownership and affect the company’s cash position.

flow-through mining expenditures financial

"such that they qualify as flow-through mining expenditures for purposes of the Income Tax Act"

Flow-through mining expenditures are exploration or development costs that a mining company legally transfers to its investors so those investors can claim the tax deductions instead of the company. Think of it like a company handing investors a coupon that lowers their tax bill in exchange for up-front funding; this makes it easier for miners to raise money for exploration and can affect investor returns, company cash needs, and the attractiveness of the company’s stock.

Canadian exploration expenses financial

"used to incur "Canadian exploration expenses", such that they qualify as flow-through mining expenditures"

Canadian exploration expenses are costs incurred to look for and evaluate mineral resources in Canada that Canadian tax rules allow to be claimed as deductible exploration spending. Investors care because these expenses can be flowed through as tax benefits or deductions, lowering taxable income for eligible shareholders and effectively acting like a tax rebate that can improve after‑tax returns and reduce a mining company's net capital needs — similar to getting a future tax coupon for money spent today.

statutory hold period regulatory

"The securities issued under this offering will be subject to a statutory hold period of four months"

A statutory hold period is a legally required time window during which newly issued securities or shares received by insiders cannot be sold. It matters to investors because it affects when those shares can enter the market, influencing supply, short-term liquidity and potential price pressure—think of it like a temporary “no-sell” tag that prevents an immediate flood of items onto a store shelf after a big restock.

finders fees financial

"The Company may compensate persons who act as finders for the offering of 6% cash plus 6% finders fees"

A finders fee is a one-time payment made to a person or firm that introduces two parties to a business deal, such as an investor and a company seeking capital. It matters to investors because it affects the cost and transparency of transactions—like paying a broker’s tip for a restaurant recommendation, the fee can reduce returns or raise questions about conflicts of interest if not disclosed clearly.

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Calgary, Alberta--(Newsfile Corp. - December 4, 2025) - Canamera Energy Metals Corp. (CSE: EMET) (the "Company") announces that it intends to complete a non-brokered private placement ("Private Placement") for gross proceeds of up to $1.12 million, by way of issue of up to 2,000,000 flow-through units ("FT Units") at a price of $0.56 per FT Unit, with each FT Unit consisting of one flow-through common share and one-half of one common share purchase warrant ("FT Warrants"), with each whole FT Warrant exercisable at $0.65 to acquire one (non-flow-through) common share for up to 36 months.

The proceeds from the sale of the FT Units are intended be used to incur "Canadian exploration expenses", such that they qualify as flow-through mining expenditures for purposes of the Income Tax Act (Canada) and can be renounced to the purchasers thereof.

The Private Placement is subject to customary closing conditions. The securities issued under this offering will be subject to a statutory hold period of four months and one day. The Company may compensate persons who act as finders for the offering of 6% cash plus 6% finders fees in accordance with the rules of the CSE.

About Canamera Energy Metals Corp.

Canamera Energy Metals Corp. is a rare earth and critical metals exploration company building a portfolio of district-scale opportunities across the Americas. The Company's asset base includes the Mantle project in British Columbia, the Garrow rare earth elements project in Northern Ontario, the Schryburt Lake rare earth and niobium project in Ontario, the Iron Hills critical and rare earth project in Colorado, USA, and the Turvolândia and São Sepé rare earth element projects in Brazil. Across this portfolio, Canamera targets underexplored regions with strong geological signatures and supportive jurisdictions, applying geochemical, geophysical, and geological datasets to generate and advance high- conviction, first-mover exploration targets.

FOR FURTHER INFORMATION, PLEASE CONTACT:

Brad Brodeur
Chief Executive Officer
780-238-7163
brad@canamerametals.com

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

This news release contains forward-looking statements within the meaning of applicable Canadian securities laws. Forward-looking statements are typically identified by words such as: "believe", "expect", "anticipate", "intend", "estimate", "plans", "strategy", "opportunity", "positions" and similar expressions, or are those which, by their nature, refer to future events. All statements that are not statements of historical fact are forward-looking statements. Forward-looking statements in this release include, but are not limited to, statements regarding the ability of the Company to complete the Private Placement as contemplated, or at all, and the Company's intended use of proceeds therefrom, as well as the Company's ability to advance its projects or to acquire new mineral properties. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially, including: the Company's inability to complete the Private Placement as contemplated or at all; the use of proceeds therefrom being different than what is currently intended; the Company's inability to identify suitable staking targets; completion of satisfactory due diligence on potential projects; successful negotiation of acquisition terms; availability of financing; changes in commodity prices and market conditions for rare earth elements; regulatory or permitting delays; geopolitical developments affecting rare earth supply chains; and competition for rare earth properties in the United States. Additional risk factors can be found in the Company's public disclosure documents available at www.sedarplus.ca.

Readers are cautioned not to place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise such statements, except as required by law.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/276928

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is the size and price of Canamera Energy Metals' Dec 4, 2025 private placement (EMETF)?

Up to $1.12 million via up to 2,000,000 FT Units at $0.56 per FT Unit.

What does each FT Unit include in the EMETF offering and warrant terms?

Each FT Unit includes one flow-through share and one-half warrant; whole warrants exercisable at $0.65 for 36 months.

How will Canamera use proceeds from the EMETF flow-through offering?

Proceeds are intended to be used to incur Canadian exploration expenses that qualify as flow-through mining expenditures.

Are there trading or resale restrictions on securities from the EMETF private placement?

Yes. Securities will be subject to a statutory hold period of four months and one day.

Will Canamera pay finders for the EMETF offering and how much?

The company may compensate finders with up to 6% cash plus 6% finders fees in accordance with CSE rules.

How could the EMETF private placement affect existing shareholders?

Issuance of up to 2,000,000 shares plus warrants could cause share dilution if warrants are exercised.