Lion One Announces Non-Brokered LIFE Offering of Units
Rhea-AI Summary
Lion One Metals (OTCQX: LOMLF) has announced a non-brokered private placement offering of up to 46,875,000 units at $0.32 per unit, aiming to raise aggregate gross proceeds of up to $15 million. Each unit includes one common share and one purchase warrant exercisable at $0.42 for three years.
The company has also entered into a forbearance agreement with Nebari, its senior secured lenders, extending to December 31, 2025. The agreement waives the working capital covenant under the loan facility, with the Tranche 1 Facility maturing in August 2026 now classified as a current liability.
Proceeds will fund the development of the Tuvatu Gold Project, repay the Nebari loan facility, and provide working capital. The offering is expected to close around September 23, 2025.
Positive
- Potential to raise up to $15 million in gross proceeds
- Forbearance agreement with Nebari provides financial flexibility until December 2025
- Funds will support development of fully permitted Tuvatu Gold Project
Negative
- Dilutive impact from issuing up to 46.875 million new units
- Working capital covenant issues with current loan facility
- Tranche 1 Facility reclassified as current liability
- Up to 7% finder's fees may further impact net proceeds
News Market Reaction
On the day this news was published, LOMLF declined 21.01%, reflecting a significant negative market reaction.
Data tracked by StockTitan Argus on the day of publication.
North Vancouver, British Columbia--(Newsfile Corp. - September 9, 2025) - Lion One Metals Limited (TSXV: LIO) (OTCQX: LOMLF) ("Lion One" or the "Company") is pleased to announce a non-brokered private placement of up to 46,875,000 units (the "Offered Units") at a price of
The Company will make available an offering document relating to the LIFE Offering (the "Offering Document") which will be accessible under the Company's profile at www.sedarplus.ca and at https://liononemetals.com. Prospective investors in the LIFE Offering should read the Offering Document before making an investment decision.
The Company also announces that it has entered into a forbearance agreement (the "Forbearance Agreement") with its senior secured lenders Nebari Gold Fund 1, LP, Nebari Natural Resources Credit Fund I, LP and Nebari Natural Resources Credit Fund II, LP (each as Lender and collectively, "Nebari") pursuant to which Nebari has agreed to waive the application of the working capital covenant under the Company's loan facility. With the maturity of the Tranche 1 Facility upcoming in August 2026, the Tranche 1 Facility is now classified as a current liability for accounting purposes which impacted the Company's working capital covenant. The Forbearance Agreement extends to December 31, 2025 and is subject to ongoing compliance covenants of the Company, including the raising of capital to ensure the timely repayment of the Tranche 3 Facility and accrued interest on September 30, 2025, which is expected to be satisfied by the LIFE Offering.
The Company intends to use the net proceeds from the LIFE Offering to fund the development of the Company's
The LIFE Offering is expected to close on or around September 23, 2025. Closing of the LIFE Offering is subject to certain customary conditions including receipt of all necessary approvals including satisfaction of listing conditions of the TSX Venture Exchange ("TSXV"). The LIFE Offering may be closed in one or more tranches. The securities offered under the LIFE Offering will not be subject to Canadian resale restrictions in accordance with applicable Canadian securities laws.
The Company may pay finders' fees in connection with the LIFE Offering, as permitted by applicable securities laws and the rules of the TSXV. The finders' fees will consist of cash commissions equal to up to
This news release does not constitute an offer to sell or a solicitation of an offer to sell any Shares in the United States. The securities to be sold in the LIFE Offering have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Lion One Metals Limited
Lion One Metals is an emerging Canadian gold producer headquartered in North Vancouver BC, with new operations established in late 2023 at its
On behalf of the Board of Directors of
Lion One Metals Limited
"Walter Berukoff"
Chairman of the Board
For further information
Contact Investor Relations
Toll Free (North America) Tel: 1-855-805-1250
Email: info@liononemetals.com
Website: www.liononemetals.com
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Information
This news release contains forward‐looking statements and forward‐looking information within the meaning of applicable securities laws. All statements other than statements of historical fact may be forward‐looking statements or information. Forward-looking statements are frequently identified by such words as "may", "will", "plan", "expect", "anticipate", "estimate", "intend" and similar words referring to future events and results. The forward‐looking statements and information are based on certain key expectations and assumptions made by management of the Company. Forward-looking statements made in this news release include statements regarding anticipated completion of the LIFE Offering, the proposed use of proceeds of the LIFE Offering and the expected lead subscriber to the LIFE Offering. Although management of the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward‐looking statements and information since no assurance can be given that they will prove to be correct.
Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Actual results could differ materially from those currently anticipated due to a number of factors and risks, including, with respect to the LIFE Offering, Forbearance Agreement and debt settlement; the conditions of the financial markets; availability of financing; timeliness of completion of the LIFE Offering; the timing of TSX Venture Exchange approval; the ability of the Company to satisfy the covenants set out in the Forbearance Agreement; with respect to the use of proceeds, the sufficiency of the proceeds; the speculative nature of mineral exploration and development; fluctuating commodity prices; and competition, as described in more detail in our recent securities filings available at www.sedarplus.ca. Accordingly, readers should not place undue reliance on the forward‐looking statements and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward‐looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward‐looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/265825
FAQ
What are the terms of Lion One Metals' (LOMLF) LIFE offering announced in September 2025?
How will Lion One Metals use the proceeds from the September 2025 offering?
What is the significance of Lion One's forbearance agreement with Nebari?
When is the LOMLF private placement expected to close?
What are the finder's fees for Lion One's September 2025 offering?
