Graphite One completes $4.78 million financings for Graphite Creek feasibility study, Alaska

Graphite One Inc. [TSXV: GPH; OTCQX: GPHOF], further to its press release of December 16, 2024, has closed a total of 6,374,200 units of a non-brokered private placement financing at 75 cents per unit for aggregate gross proceeds of $4,780,650.

A total of 4,118,200 units for gross proceeds of $3,088,650 were to purchasers resident in Canada under the listed issuer financing exemption, in accordance with Part 5A of NI 45-106 – Prospectus Exemptions, and a total of 2,256,000 units for gross proceeds of $1,692,000 were to purchasers resident outside of Canada. The company filed a Form 45-106F1 offering document, which may be accessed under the company’s SEDAR+ profile and on the company’s website.

Each unit consists of one common share of the company and one common share purchase warrant, with each warrant entitling the holder thereof to acquire one additional common share at a price of $1 per share and expiring at the earlier of two years from the closing date of the offering; or at the company’s option, 30 days from the date of announcement to accelerate the expiry date, if for any 10 consecutive trading days the closing price of the common shares on the TSX Venture Exchange is at or exceeds $1.50.

Finders’ fees of $107,512 in cash were paid and 143,349 brokers’ warrants were issued with respect to the offering. Each broker’s warrant is exercisable for $1 at the earlier of two years from the closing date of the offering; or at the company’s option, 30 days from the date of announcement to accelerate the expiry date, if for any 10 consecutive trading days the closing price of the common shares on the TSXV is at or exceeds $1.50.

Taiga Mining Company Inc., an insider of the company, purchased 1.41 million units pursuant to the concurrent private placement. The insider participation is considered a related party transaction, within the meaning of TSX-V Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. The company has relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the insider participation.

Prior to the purchased units, Taiga had beneficial ownership and control of 38,918,377 common shares of the company, representing approximately 28 per cent of the company’s issued and outstanding common shares as of such date, and held 2,258,957 warrants. Following the purchase of the purchased units, Taiga now has beneficial ownership and control of 40,328,377 common shares, or approximately 27.7 per cent of the company’s issued and outstanding common shares as of the date of this press release, and holds 3,668,957 warrants.

All securities issued pursuant to the LIFE financing are immediately freely tradeable for Canadian purchasers and are not subject to a hold period. All securities issued pursuant to the concurrent private placement will be subject to a statutory hold period of four months and a day from the date of issuance, in accordance with applicable securities legislation. The offering is subject to final approval by the TSX-V.

The company intends to use the net proceeds from the offering to complete the feasibility study, to commence permitting of the Graphite Creek project, and for general corporate purposes.

Graphite One continues to develop its Graphite One project to become an American producer of high-grade anode materials that is integrated with a domestic graphite resource. The project is proposed as a vertically integrated enterprise to mine, process and manufacture anode materials primarily for the lithium-ion electric-vehicle battery market.

As set forth in the company’s 2022 prefeasibility study, graphite mineralization mined from the company’s Graphite Creek property, situated on the Seward Peninsula, about 60 km north of Nome, Alaska, would be processed into concentrate at an adjacent processing plant. Natural and artificial graphite anode materials and other value-added graphite products would be manufactured from the concentrate and other materials at the company’s proposed advanced graphite materials manufacturing facility to be located in the contiguous United States. The company intends to make a production decision on the project upon the completion of a feasibility study.