Coniagas Battery Metals Inc. (TSXV: COS,OTC:CNBMF) (“Coniagas” or the “Company”) is pleased to announce a private placement of up to 17,197,773 units of the Company (the “Units”) at a price of $0.06 per unit for aggregate gross proceeds of up to $1,031,866.38 (the “Offering”). Each Unit will consist of one common share in the capital of the Company (the “Common Shares”) and one common share purchase warrant (the “Warrants”). From the 62nd day after issuance, each Warrant will entitle the holder thereof to acquire an additional Common Share at a price of $0.08 shares for a period of five (5) years from the date of issuance.
The Units will be offered to purchasers in all provinces and territories of Canada pursuant to the financing exemption for publicly traded issuers (the “LIFE Exemption“) available under Part 5A of National Instrument 45-106 – Prospectus exemptionsas amended by coordinated framework decision 45-935 – Exemptions from certain conditions of the financing exemption of listed issuers (“IS45-106“). The Units will not be subject to resale restrictions in Canada under applicable Canadian securities laws.
The gross proceeds from the Offering will be used by the Company to finance the development of its properties in Graal and for general corporate and working capital purposes.
The Offering is scheduled to close on or about December 19, 2025 or such other date as the Company may determine and subject to the approval of the TSX Venture Exchange (the “Stock exchange“).
In connection with the Offering, the Company has entered into a Finder’s Fee Agreement with Research Capital Corporation (the “Finder“), pursuant to which the Company has agreed to pay to the Finder a cash commission equal to 8.0% of the gross proceeds raised under the Offering and to issue to the Finder such number of non-transferable common stock purchase warrants (the “Finder warrants“) equal to 8.0% of the number of Units sold under the Offer. From 62i.e day after issuance, each Finder’s Warrant entitles the holder to purchase one common share at a price of $0.06/share for a period of 5 years after the date of issuance.
The Company also announces that it has entered into an agreement with the Finder, dated November 27, 2025, pursuant to which the Finder has agreed to provide financial advisory services to the Company (the “Consulting agreement“). The Advisory Agreement has a term of 60 days and in consideration for the services provided, the Company has agreed to pay the Finder a cash consideration of $25,000 (plus applicable taxes) and, subject to approval by the Exchange, to issue to the Finder an aggregate of 330,000 shares of common stock (the “).Advisory shares“). The advisory shares have a holding period that expires four months and one day from the date of issue.
There is an offering document relating to the offering that can be accessed under the company profile on SEDAR+ at www.sedarplus.ca and on the company’s website at www.coniagas.com. Potential investors should read this offering document before making any investment decision.
About Coniagas Battery Metals Inc.
Coniagas Battery Metals Inc. is a Canadian junior mining company focused on nickel, copper, cobalt and platinum group metals in Québec. Coniagas’ strategy is to create value for shareholders through the development of its mineral properties, with the intention of developing Coniagas into a critical metal supplier for the electric vehicle (EV) market.
At its 100% owned Graal project near Saguenay, Quebec, Coniagas has conducted successful exploration involving geophysics and shallow drilling, reaching mineralization in almost every hole. It has confirmed an open-pit deposit model at Graal along a 6 km strike length of high-grade nickel and copper with by-products of cobalt, platinum and palladium. The company plans to conduct additional drilling in the near term that will lead to the production of a Ni 43-101 resource report, metallurgical testing and consultation with First Nations. The Graal Project and its immediate work plan are detailed in the “NI 43-101 Technical Report Graal Nickel & Copper Project, Saguenay-Lac-St-Jean, Quebec, Canada” dated January 17, 2024. The report, along with other information, is available on the company’s website https://coniagas.com/.
You can follow Coniagas on social media:
LinkedIn: https://www.linkedin.com/company/coniagas-battery-metals/
X (Tweeting): https://twitter.com/coniagasmetals
Facebook: https://www.facebook.com/coniagas/
Disclaimer for forward-looking information
This press release contains forward-looking statements and information that are based on management’s beliefs and reflect Coniagas’ current expectations. When used in this press release, the words “estimate,” “project,” “believe,” “anticipate,” “intend,” “expect,” “plan,” “predict,” “may” or “should” and the negative of these words or such variations thereof or similar terminology are intended to identify forward-looking statements and information. The forward-looking statements and information contained in this press release include information relating to the Offering (including the approval of TSX Venture Exchange and the closing of the Offering) and the expected use of proceeds from the Offering. Such statements and information reflect the current views of Coniagas. Risks and uncertainties that could cause actual results to differ materially from those contemplated in these forward-looking statements and information.
By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
Such factors include, among others, the following risks: (i) there can be no assurance that the Offering will be completed, the actual offering price or the gross proceeds to be raised in connection with the Offering. In particular, the amount raised may be significantly lower than expected amounts due to, among other things, market conditions and investor behavior; (ii) there is no assurance that the Company will obtain all required approvals for the Offering; (iii) following completion of the Offering, the Company may from time to time require additional financing to continue its operations. Financing may not be available when needed or on terms acceptable to the Company; and (iv) stock markets have experienced volatility that has often been unrelated to company performance. These fluctuations could adversely affect the price of the Company’s securities, regardless of its operating performance.
There are a number of important factors that could cause Coniagas’ actual results to differ materially from those indicated or implied by forward-looking statements and information. Such factors include, but are not limited to: currency fluctuations; limited company operating history; disruptions or changes in the credit or securities markets; results of operational activities and development of projects; project cost overruns or unexpected costs and expenses, fluctuations in commodity prices and general market and industry conditions.
Coniagas cautions that the foregoing list of material factors is not exhaustive. When relying on Coniagas’ forward-looking statements and information in making decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Coniagas has believed that the material factors referred to in the preceding paragraph will not cause such forward-looking statements and information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change. There can be no assurance that such assumptions will reflect the actual outcome of such items or factors.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE REPRESENTS CONIAGAS’ EXPECTATIONS AS OF THE DATE OF THIS NEWS RELEASE AND ACCORDINGLY SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT HAVE ANY UNINTENDED INTEREST IN FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY ON THIS INFORMATION AS OF ANY OTHER DATE. ALTHOUGH CONIAGAS MAY ELECT, IT DOES NOT COMMIT TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME, EXCEPT AS NECESSARY IN ACCORDANCE WITH APPLICABLE LAW.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to US Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration is available.
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.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/276857
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