Surge Battery Metals Announces $15M Non-Brokered LIFE Offering of Units

Rhea-AI Summary

Surge Battery Metals (OTCQX:NILIF / TSXV:NILI) announced a non-brokered private placement (the "LIFE Offering") to raise $15,000,030 by issuing 16,666,700 Offered Units at $0.90 per unit. Each unit includes one common share and one-half warrant; each full warrant is exercisable at $1.35 from 60 days after issuance until three years. Proceeds will fund preliminary and definitive feasibility work on the Nevada North Lithium Project and for general working capital. Closing is expected on or about February 3, 2026. 3L Capital acts as financial advisor. Offerings are made in Canadian provinces other than Quebec under listed issuer exemptions; securities are not being registered in the U.S.

Positive

• $15.0M gross proceeds to fund feasibility and technical work
• Proceeds allocated to definitive feasibility study for Nevada North
• Includes warrants exercisable at $1.35 for three years

Negative

• Issuance of 16,666,700 Offered Units will dilute existing shareholders
• Potential additional dilution from finder warrants up to 6% of units
• Securities excluded from U.S. markets; not offered to U.S. persons

News Market Reaction – NILIF

-8.78%

1 alert

-8.78% News Effect

On the day this news was published, NILIF declined 8.78%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

West Vancouver, British Columbia--(Newsfile Corp. - January 14, 2026) - Surge Battery Metals Inc. (TSXV: NILI) (OTCQX: NILIF) (FSE: DJ5) (the "Company" or "Surge") is pleased to announce that it will be offering a non-brokered private placement (the "LIFE Offering") of units (the "Offered Units") at a price of $0.90 per Offered Unit for aggregate gross proceeds of $15,000,030 (16,666,700 Offered Units). Each Offered Unit will consist of one common share of the Company (a "Common Share") and one-half of one Common Share purchase warrant (each full warrant, a "Warrant"). Each Warrant will entitle the holder thereof to acquire one Common Share at an exercise price of $1.35 at any time following 60 days after the date of issuance until the date which is three years from the date of issuance. The Company intends to use the proceeds of the LIFE Offering for additional costs related to its preliminary feasibility for its Nevada North Lithium Project, costs for a definitive feasibility study for the Project, and general working capital. In connection with the LIFE Offering, 3L Capital Inc. is acting as financial advisor to the transaction. The LIFE Offering is expected to close on or about February 3, 2026.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), the LIFE Offering is being made to purchasers resident in each of the Provinces of Canada other than Quebec, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 and Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "Blanket Order"). Securities issued under the LIFE Offering will not be subject to a statutory hold period under applicable Canadian securities laws, in accordance with the listed issuer financing exemption under Part 5A of NI 45-106 and the Blanket Order. There is an offering document (the "Offering Document") related to the LIFE Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at: https://surgebatterymetals.com/. Prospective investors should read this Offering Document before making an investment decision.

Mr. Graham Harris, Chairman of Surge Battery Metals, commented: "This financing represents a significant vote of confidence in Surge's strategy and in the continued advancement of our Nevada North Lithium Project. The LIFE structure allows us to broaden participation among Canadian investors while strengthening our balance sheet at a critical stage of project development. With these funds, the Company is well positioned to aggressively advance exploration and technical work as we continue building a leading domestic lithium platform in Nevada."

The Company may pay finders' fees in connection with the LIFE Offering, as permitted by applicable securities laws and the rules of the TSX Venture Exchange. The finders' fees will consist of cash commissions equal to up to 6% of the gross proceeds raised from purchasers introduced to the Company by eligible finders, and finder warrants equal to up to 6% of the aggregate number of Offered Units sold to purchasers introduced to the Company by eligible finders (excluding any Units that may be purchased by the eligible finder). Each finder warrant will be exercisable for one Common Share at an exercise price of $1.35 per Common Share for 36 months following the date of issuance.

The closing of the LIFE Offering is subject to receipt of the approval of the TSX Venture Exchange.

The securities issued pursuant to the Offering have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.

About Surge Battery Metals Inc.

Surge Battery Metals, a Canadian-based mineral exploration company, is at the forefront of securing the supply of domestic lithium through its active engagement in the Nevada North Lithium Project. The project focuses on exploring for clean, high-grade lithium energy metals in Nevada, USA, a crucial element for powering electric vehicles. With a primary listing on the TSX Venture Exchange in Canada and the OTCQX Market in the US, Surge Battery Metals Inc. is strategically positioned as a key player in advancing lithium exploration.

On behalf of the Board of Directors

"Greg Reimer"

Greg Reimer,

President & CEO

Contact Information
Email: info@surgebatterymetals.com
Phone: 604-662-8184
Website: surgebatterymetals.com

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Neither the 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.

This document may contain certain "Forward-Looking Statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When used in this news release, the words "anticipate", "believe", "estimate", "expect", "target, "plan" or "planned", "possible", "potential", "forecast", "intend", "may", "schedule" and similar words or expressions identify forward-looking statements or information. Forward-looking statements and forward-looking information herein include, but are not limited to, statements concerning future prices of commodities including lithium and nickel, the accuracy of mineral or resource exploration activity, reserves or resources, the accuracy of cash flow forecasts, projected capital and operating costs, metal processing recoveries, mine life, production rates, regulatory or government requirements or approvals including approvals of title and mining rights or licenses and environmental, local community or indigenous community approvals, the reliability of third party information, continued access to mineral properties or infrastructure or water, changes in laws, rules and regulations including in the United States, Nevada or California or any other jurisdiction which may impact upon the Company or its properties or the commercial exploitation of those properties, currency risks including the exchange rate of USD$ for Cdn$ or other currencies, fluctuations in the market for lithium related products, changes in exploration costs and government royalties, export policies or taxes in the United States or any other jurisdiction and other factors or information, the Company's expectations with respect to the use of proceeds and the use of available funds following completion of the Offering, and the completion of the Offering. Many factors, both known and unknown, could cause results, performance, or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend, and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules, and regulations.

This news release is not for distribution to U.S. newswire services for dissemination
in the United States

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/280309

FAQ

What is the size and price of Surge Battery Metals' January 2026 LIFE Offering (NILIF)?

The LIFE Offering targets $15,000,030 by issuing 16,666,700 Offered Units at $0.90 per unit.

What does each Offered Unit include in Surge's NILIF private placement?

Each Offered Unit includes one common share and one-half of a warrant; each full warrant is exercisable at $1.35.

How will Surge Battery Metals (NILIF) use the proceeds from the LIFE Offering?

Proceeds will fund preliminary feasibility and a definitive feasibility study for the Nevada North Lithium Project and general working capital.

When is the expected closing date for Surge's LIFE Offering (NILIF)?

The LIFE Offering is expected to close on or about February 3, 2026, subject to regulatory approvals and TSXV approval.

Are there finder fees related to the Surge Battery Metals (NILIF) financing?

Yes; the company may pay cash commissions up to 6% of gross proceeds and issue finder warrants up to 6% of Offered Units.