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Nio Strategic Metals Closes Flow-Through Shares Private Placement to Advance Oka Explorations

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private placement

Nio Strategic Metals (OTC: NIOCF) closed a private placement of 6,400,000 flow-through common shares for gross proceeds of approximately $800,000 on December 19, 2025.

The financing was completed under prospectus exemptions and is subject to final TSX Venture Exchange acceptance and a four-month hold period. The company also issued 210,000 common shares and paid $26,250 in commissions related to the placement.

Proceeds will be used exclusively for qualifying Canadian exploration expenditures on the Oka property in Quebec to evaluate niobium and other critical metals, with renunciation to subscribers effective no later than December 31, 2026.

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Positive

  • Gross proceeds of $800,000 raised for exploration
  • Issued 6.4M flow-through shares dedicated to qualifying expenditures
  • Funds targeted to Oka property niobium and critical-metals evaluation

Negative

  • Placement incurred $26,250 in commissions
  • Issued 210,000 common shares increasing outstanding share count
  • Financing subject to TSXV final acceptance and four-month hold period

News Market Reaction

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On the day this news was published, NIOCF declined NaN%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Montreal, Quebec--(Newsfile Corp. - December 19, 2025) - Nio Strategic Metals Inc. (TSXV: NIO) (OTC Pink: NIOCF) ("Nio" or the "Company"), today announced that it has arranged a private placement (the "Private Placement") of 6,400,000 flow-through common shares of the Company (the "Flow-through shares") that will qualify as "flow-through shares" within the meaning of subsection 66(15) of the Income Tax Act (Canada) for gross proceeds of approximately $800,000.

The Private Placement was completed pursuant to prospectus exemptions of applicable securities laws and is subject to final acceptance by the TSX Venture Exchange. The offering is subject to a four-month hold period from the date of issuance.

In connection with the Private Placement, the Company issued 210,000 common shares of the Company and paid commissions of $26,250. These common shares are subject to a four-month hold period from the date of issuance.

The proceeds of the Private Placement will be used exclusively for qualifying Canadian Exploration Expenditures (as such term is defined in the Income Tax Act (Canada) and section 359.1 of the Taxation Act (Québec), in conducting an exploration and mineral resource evaluation program on the Oka property in Quebec to determine the existence, location, extent, and quality of the niobium and other critical metals on the property. Such proceeds will be renounced to the subscribers with an effective date not later than December 31, 2026, in the aggregate amount of not less than the total amount of gross proceeds raised from the Private Placement.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America.

About Nio Strategic Metals
Nio Strategic Metals is an exploration and development company, with a focus on becoming a ferroniobium producer. The Company holds niobium properties located in Oka and near Mont-Laurier and another exploration property in the Province of Québec.

For more information on the Company, please refer to the Company's public documents available on SEDAR+ (www.sedarplus.ca) or on the Company's website (https://niostratmet.com/) or contact:

Bruno Dumais, Chief Financial Officer
nio.bdumais@gmail.com
514-560-7623

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 press release.

Cautionary Statement on Forward-Looking Information
This news release contains forward-looking statements and forward-looking information (together, "forward-looking statements") within the meaning of applicable Canadian securities laws. Statements, other than statements of historical facts, may be forward-looking statements. Generally, forward-looking statements can be identified by the use of terminology such as "plans", "expects", "estimates", "intends", "anticipates", "believes" or variations of such words, or statements that certain actions, events or results "may", "could", "would", "might", "will be taken", "occur" or "be achieved", the negative of these terms and similar terminology although not all forward-looking statement contains these terms and phrases. Forward-looking statements involve risks, uncertainties and other factors that could cause actual results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, the risk factors set out in Nio Strategic Metals' annual and/or quarterly management discussion and analysis and in other of its public disclosure documents filed on SEDAR+ at www.sedarplus.ca, as well as all assumptions regarding the foregoing. Although Nio Strategic Metals believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frame or at all. Except where required by applicable law, Nio Strategic Metals disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/278738

FAQ

What did NIOCF announce on December 19, 2025 regarding financing?

Nio closed a private placement of 6,400,000 flow-through shares raising approximately $800,000 to fund exploration.

How will NIOCF use the $800,000 raised in the private placement?

Proceeds will be used exclusively for qualifying Canadian exploration expenditures on the Oka property to evaluate niobium and other critical metals.

Were there any fees or share issuances tied to NIOCF's private placement?

Yes; the company issued 210,000 common shares and paid $26,250 in commissions related to the placement.

What tax treatment applies to the shares NIOCF issued in the private placement?

The 6,400,000 shares qualify as flow-through shares under subsection 66(15) of the Income Tax Act (Canada) and will be renounced to subscribers by Dec 31, 2026.

Is NIOCF's private placement subject to any conditions or restrictions?

The offering is subject to final TSXV acceptance and a statutory four-month hold period from issuance.

How does the private placement affect NIOCF shareholders short term?

The placement increases share count via issued common shares and imposes a four-month hold period; proceeds are earmarked for exploration rather than operations.
Nio Strategic Metals Inc

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