Lion One Announces $7 Million Sidecar Private Placement
October 08, 2025 8:53 PM EDT | Source: Lion One Metals Limited
North Vancouver, British Columbia--(Newsfile Corp. - October 8, 2025) - Lion One Metals Limited (TSXV: LIO) (OTCQX: LOMLF) ("Lion One" or the "Company") is pleased to announce that in response to further investor demand, the Company intends to complete a non-brokered private placement (the "Sidecar Private Placement") of up to 21,875,000 units (the "Offered Units") at a price of $0.32 per Offered Unit for further gross proceeds of up to $7,000,000. The Sidecar Private Placement is being completed in addition to the Company's previously announced non-brokered private placement for gross proceeds of $25,000,000 pursuant to the listed issuer financing exemption available under National Instrument 45-106 - Prospectus Exemptions (the "LIFE Offering").
The Offered Units will be issued on the same financial terms as those units issued pursuant to the LIFE Offering. Each Offered Unit will consist of one common share of the Company (a "Common Share") and one Common Share purchase warrant (a "Warrant"). Each Warrant will entitle the holder thereof to acquire one Common Share at an exercise price of $0.42 for a period of three years from the date of issuance.
The Company initially announced the LIFE Offering on September 9, 2025 and closed the first tranche of the LIFE Offering on September 24, 2025 for gross proceeds of $18,715,153. The Company expects to close the second tranche of the LIFE Offering on or about October 15, 2025 and to close the Sidecar Private Placement on or about October 21, 2025.
The Company intends to use the net proceeds from the Sidecar Private Placement to fund the development of the Company's 100% owned and fully permitted high grade Tuvatu Gold Project, repayment of principal and interest for the Company's loan facility with Nebari, and for working capital purposes.
Closing of the Sidecar Private Placement is subject to certain customary conditions including receipt of all necessary approvals, including satisfaction of listing conditions of the TSX Venture Exchange ("TSX-V"). The Sidecar Private Placement may be closed in one or more tranches. The securities offered under the Sidecar Private Placement will be issued pursuant to applicable exemptions under National Instrument 45-106 - Prospectus Exemptions and will be subject to a statutory hold period of four months and one day following issuance of the Offered Units. Securities issued 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 Sidecar Private Placement, as permitted by applicable securities laws and the rules of the TSX-V. The finders' fees will consist of cash commissions equal to up to 8% of the gross proceeds raised from purchasers introduced to the Company by eligible finders and finder warrants equal to up to 8% of the aggregate number of Offered Units sold to purchasers introduced to the Company by eligible finders. Each finders warrants will entitle the holder to purchase one Common Share at a purchase price of $0.32 per finders warrant exercisable for a period of 24 months after the issuance of such finder warrants.
With respect to the LIFE Offering, there is an amended offering document relating to the LIFE Offering (the "Second Amended Offering Document") that can be accessed under the Company's profile at www.sedarplus.ca and at https://liononemetals.com. Prospective investors in the LIFE Offering should read the Second Amended Offering Document before making an investment decision.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any Common 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 100% owned Tuvatu Alkaline Gold Project in Fiji. The Tuvatu project comprises the high-grade Tuvatu Alkaline Gold Deposit, the Underground Gold Mine, the Pilot Plant, and the Assay Lab. The Company also has an extensive exploration license covering the entire Navilawa Caldera, which is host to multiple mineralized zones and highly prospective exploration targets.
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 Sidecar Private Placement and the LIFE Offering and the proposed use of proceeds of the Sidecar Private Placement and 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 and Sidecar Private Placement; debt settlement; the conditions of the financial markets; availability of financing; timeliness of completion of the Sidecar Private Placement and LIFE Offering; the timing of TSX-V approval; 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.
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