Finlay Minerals Ltd. (TSXV: FYL, OTCQB: FYMNF) (“Finlay” or the “Company”) is pleased to announce its intention to complete a non-brokered private placement (the “Private Placement”) for aggregate gross proceeds of up to $2,000,000. The offering will consist of any combination of:
- Flow-through units (“FT Units”) at a price of $0.15 per FT Unit, and
- Non-flow-through units (“NFT Units”) at a price of $0.13 per NFT Unit.
The Private Placement is subject to a minimum offering amount of $800,000 to be raised through any combination of FT and NFT Units.
Structure of the Private Placement
Each FT Unit will include one common share of the Company issued on a flow-through basis under the Income Tax Act (Canada) (“FT Share”) and one-half of one non-flow-through common share purchase warrant (“Warrant”). Each whole Warrant will be exercisable for one non-flow-through common share (“NFT Share”) at an exercise price of $0.25 for a period of two years from the date of issuance.
Each NFT Unit will consist of one NFT Share and one Warrant, with the same terms as those attached to the FT Units.
Use of Proceeds
The gross proceeds from the sale of FT Shares will be used to incur Canadian exploration expenses that qualify as flow-through critical mineral mining expenditures under the Income Tax Act (Canada).
Proceeds from the NFT Units will be used to fund exploration activities on the Company’s SAY, JJB, and Silver Hope properties, as well as for general working capital purposes.
Offering Terms and Conditions
The Private Placement will be conducted under the listed issuer financing exemption in National Instrument 45-106 – Prospectus Exemptions and in reliance on Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption.
As a result, the securities issued will not be subject to a hold period under applicable Canadian securities laws. The closing is expected to occur on or about October 15, 2025, subject to customary closing conditions, including approval by the TSX Venture Exchange (TSXV).
Finlay may pay finder’s fees in cash or securities to qualified arm’s-length parties in connection with the Private Placement, pending TSXV approval.
This announcement does not constitute an offer to sell or a solicitation to buy securities in the United States or any other jurisdiction where such actions would be unlawful. The securities have not been registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States without registration or an applicable exemption.
About Finlay Minerals Ltd.
Finlay Minerals Ltd. is a TSXV-listed exploration company focused on the discovery and development of base and precious metal deposits in British Columbia. The Company’s projects—ATTY, PIL, JJB, SAY, and Silver Hope—host copper-gold porphyry and gold-silver epithermal targets in several active and highly prospective mining districts.
Finlay trades under the symbol “FYL” on the TSX Venture Exchange and “FYMNF” on the OTCQB.
For more information, please contact:
Forward-Looking Information
This release contains forward-looking statements within the meaning of applicable Canadian securities laws. Forward-looking statements include those relating to the terms, completion, and expected timing of the Private Placement, the use of proceeds, the payment of finder’s fees, and regulatory approvals.
These statements are based on management’s reasonable assumptions but are not guarantees of future performance. Actual results may differ materially due to factors such as regulatory approvals, market conditions, exploration outcomes, and general economic factors. Finlay Minerals undertakes no obligation to update forward-looking statements except as required by law.
