Each Unit consists of one common share of the Company (a “Part“) and one ordinary warrant for the purchase of shares (a “Deposit“), whereby each Warrant entitles the holder thereof to acquire one additional Share at an exercise price of $0.08 per Share for a period of two years from the date of issuance.
Proceeds from the Offering will be used to finance exploration activities for the Company’s projects and for general working capital purposes.
Directors and officers of the Company participated in the Offering and acquired 237,500 Units, for aggregate proceeds to the Company of $11,875.00. Such participation will be deemed a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of minority security holders in special transactions (“MI 61-101“). The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided in sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that the participation of such directors and officers in the Offering does not exceed 25% of the fair market value of the Company’s market capitalization, as calculated in accordance with MI 61-101.
In connection with the Offering, the Company paid cash finder’s fees of $32,000.00 and issued 640,000 non-transferable finder warrants, each exercisable to acquire one Share at a price of $0.08 until February 9, 2028.
All securities issued under the Offering will be subject to a statutory hold period expiring on June 10, 2026 in accordance with applicable securities laws and policies of the TSX Venture Exchange (the “TSXV“). The Offering remains subject to final approval by the TSXV.
The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “US securities law“), or any state securities laws, and may not be offered or sold within the United States except in accordance with the registration requirements of the US Securities Act and applicable state securities laws or pursuant to available exemptions therefrom. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States.
In addition, the Company announces that it has granted a total of 1,500,000 stock options (the “Options“) to certain directors, officers and advisors of the Company pursuant to its stock option plan. Each option may be exercised to acquire one common share (a “Part“) of the Company at an exercise price of $0.10 per Share for a period of five years from the date of grant, being February 9, 2026. The Options will fully vest on the date of grant. The Options were granted in accordance with the terms of the Company’s stock option plan and the policies of the TSXV. Any shares issued upon the exercise of the Options will be subject to a hold period of four months from the date of grant, in in accordance with the policies of the TSXV and applicable securities laws.
About Edison Lithium Corp.
Edison Lithium Corp. is a Canadian-based junior mining exploration company focused on the acquisition, exploration and development of cobalt, lithium, alkali and other energy metal properties. The company’s acquisition strategy is based on acquiring affordable, cost-effective and highly regarded mineral properties in areas with proven geological potential. Edison is building a portfolio of high-quality assets capable of supplying critical materials to the battery industry and plans to capitalize on and benefit its shareholders from the renewed interest in the battery metals sector.
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.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains certain “forward-looking information” and “forward-looking statements” (collectively “forward-looking statements“) within the meaning of applicable securities laws. Forward-looking statements are often, but not always, identified by words such as “expects”, “anticipates”, “believes”, “intends”, “estimates”, “potential”, “possible” and similar expressions, or statements that events, conditions or results “will”, “may”, “could” or “should” occur or be achieved. All statements in this press release, other than statements of historical fact, including, but not limited to, statements regarding to the closing of the Offering, the terms of the Offering, the use of proceeds from the Offering, the receipt of acceptance of the Offering by the TSX Venture Exchange, and Edison’s plans and operations are forward-looking statements. There can be no assurance that such statements will prove to be accurate, and actual results and future events may differ materially from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections as of the date the statements are made and are based on a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements and the parties have made assumptions and estimates based on or relating to many of these factors the Company is subject to acceptance by the Company. TSX Venture Exchange Readers should not place undue reliance on the forward-looking statements and information contained in this press release regarding these items. The Company assumes no obligation to update these forward-looking statements if they change, except as required by applicable securities laws.
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