Stillwater Critical Minerals Completes First Tranche of Brokered LIFE Offering, Raising C$3.5 Million

Stillwater Critical Minerals Corp. closed the initial tranche of its private placement, raising C$3,479,164 through the sale of units at C$0.23 each. The proceeds will fund exploration at its Stillwater West project in Montana, along with a smaller program at its Kluane project in Yukon. Red Cloud Securities Inc. acted as agent. Glencore Canada will exercise its equity participation rights in the upcoming final tranche.

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, BC – June 25, 2025 – Stillwater Critical Minerals Corp. (TSX.V:PGE) (OTCQB:PGEZF) (FSE:J0G), has successfully closed the initial tranche of its previously announced “best efforts” private placement, raising a total of C$3,479,164. This first phase of the Offering saw the sale of 15,126,802 units at a price of C$0.23 per unit. Red Cloud Securities Inc. acted as the sole agent and bookrunner for this transaction.

Each unit comprises one common share and one-half of a common share purchase warrant. Each full warrant entitles the holder to acquire one common share at a price of C$0.34 on or before June 25, 2028.

The units were issued to Canadian purchasers under the listed issuer financing exemption outlined in National Instrument 45-106. The common shares and warrant shares are immediately tradable in accordance with Canadian securities regulations. The units were also privately placed in offshore jurisdictions and the United States, adhering to exemptions from U.S. Securities Act of 1933 registration requirements. Securities not issued under the Listed Issuer Financing Exemption are subject to a four-month-and-one-day hold period.

The net proceeds from the Offering are earmarked to fuel the exploration and advancement of Stillwater’s flagship Stillwater West Ni-PGE-Cu-Co+Au project in Montana, USA. A portion of the funds will also be utilized for a more modest exploration program at its Kluane critical minerals project in Yukon, Canada, along with general corporate purposes and working capital.

Red Cloud received cash fees of C$241,493.20 along with 714,840 non-transferable broker warrants for their services. Each broker warrant allows the holder to purchase one common share at the Offering Price within 36 months of issuance.

Glencore Canada Corporation, a subsidiary of Glencore plc, plans to exercise its pro-rata equity participation rights in the Offering, as per an investor rights agreement dating back to May 1, 2024. The final tranche of the Offering is slated to close on or before June 30, 2025.

Interested investors can find the Offering Document on the Company’s profile at www.sedarplus.ca and on the Company’s website at www.criticalminerals.com. Careful review of the Offering Document is advised before making any investment decisions.

This press release does not constitute an offer to sell, or a solicitation of an offer to buy securities in any jurisdiction where such an offer would be unlawful, including in the United States. The securities have not been, and will not be, registered under the U.S. Securities Act of 1933, and cannot be offered or sold in the United States or to U.S. persons without registration or an applicable exemption.

About Stillwater Critical Minerals Corp.

Stillwater Critical Minerals (TSX.V: PGE | OTCQB: PGEZF | FSE: J0G) is a resource-stage mineral exploration company prioritizing its Stillwater West Ni-PGE-Cu-Co + Au project in Montana, USA. With its location in the historically productive Stillwater mining district and bolstered by strategic investments from Glencore plc, the company is poised to contribute to the supply of critical minerals from this American district. The company is building on the past production of nickel, copper, and chromium and the ongoing production of platinum group, nickel, and other metals by neighboring Sibanye Stillwater. As part of a compelling suite of ten minerals now listed as critical in the USA, an expanded NI 43-101 mineral resource estimate, released in January 2023, positions Stillwater West with the largest nickel-platinum group element resource in an active U.S. mining district.

Stillwater also holds a 49% interest in the Drayton-Black Lake gold project in Ontario, a project adjacent to NexGold Mining’s Goliath Gold Complex, currently under an earn-in agreement with Heritage Mining, as well as the Kluane PGE-Ni-Cu-Co critical minerals project in Canada’s Yukon. Further assets include the Duke Island Cu-Ni-PGE property in Alaska and a back-in right on the Yankee-Dundee mine in BC.

Forward-Looking Statements

This news release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts including, without limitation, statements regarding potential mineralization, historic production, estimation of mineral resources, interpretation of prior exploration and potential exploration results, the timing and success of exploration activities generally, the timing and results of future resource estimates, permitting time lines, metal prices and currency exchange rates, availability of capital, government regulation of exploration operations, environmental risks, reclamation, title, and future plans and objectives of the company are forward-looking statements that involve various risks and uncertainties. Although Stillwater Critical Minerals believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Forward-looking statements are based on a number of material factors and assumptions. Factors that could cause actual results to differ materially from those in forward-looking statements include failure to obtain necessary approvals, unsuccessful exploration results, changes in project parameters as plans continue to be refined, results of future resource estimates, future metal prices, availability of capital and financing on acceptable terms, general economic, market or business conditions, risks associated with regulatory changes, defects in title, availability of personnel, materials and equipment on a timely basis, accidents or equipment breakdowns, uninsured risks, delays in receiving government approvals, unanticipated environmental impacts on operations and costs to remedy same, and other exploration or other risks detailed herein and from time to time in the filings made by the companies with securities regulators. Readers are cautioned that mineral resources that are not mineral reserves do not have demonstrated economic viability. Mineral exploration and development of mines is an inherently risky business. Accordingly, the actual events may differ materially from those projected in the forward-looking statements. For more information on Stillwater Critical Minerals and the risks and challenges of their businesses, investors should review their annual filings that are available at www.sedarplus.ca.

Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

SOURCE: Stillwater Critical Minerals

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