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NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
VANCOUVER, British Columbia, Feb. 13, 2024 (GLOBE NEWSWIRE) — Foremost Lithium Useful resource & Know-how Ltd. (NASDAQ: FMST) (CSE: FAT) (“Foremost Lithium”, “Foremost” or the “Firm”), a North American hard-rock lithium exploration firm, is happy to announce every of a proposed and “finest efforts” non-brokered personal placement to boost gross proceeds of as much as $3,750,000 on a flow-through foundation (the “Movement-By Non-public Placement”) along with as much as $1,500,000 on a non-flow-through foundation (the “Non-public Placement”; and, collectively, with the Movement-By Non-public Placement, the “Non-public Placements”).
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The Movement-By Non-public Placement might be comprised of flow-through models (every, a “FT Unit”) of the Firm, at a proposed subscription worth of $5.88 per FT Unit (the “FT Unit Worth”); representing a 48% premium to the newest closing worth of the Firm’s widespread shares on the Canadian Securities Change (the “CSE”). Every FT Unit might be comprised of 1 flow-through widespread share (every, a “FT Share”) and one non-flow-through widespread share buy warrant (every, a “Warrant”) of the Firm, and with every Warrant entitling the holder thereof to buy an extra non-flow-through widespread share (every, a “Warrant Share”) of the Firm, at an train worth of $4.00 per Warrant Share, for a interval of 24 months from the closing of the FT Non-public Placement.
The Non-public Placement might be comprised of models (every, a “PP Unit”) of the Firm, at a proposed subscription worth of $3.40 per PP Unit. Every PP Unit might be comprised of 1 widespread share (every, a “Share”) and one widespread share buy warrant (every, a “PP Warrant”) of the Firm, and with every PP Warrant entitling the holder thereof to buy an extra Share of the Firm at an train worth of $4.00 per Share for a interval of 24 months from the closing of the Non-public Placement.
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The gross proceeds from the pending Movement-By Non-public Placement might be utilized in reference to the Firm’s lately introduced drill program respecting is Zoro Property positioned within the Snow Lake area of Manitoba. The proceeds from the pending Non-public Placement are anticipated to be utilized for normal company and dealing capital functions for the Firm throughout the subsequent 12 months.
The gross proceeds from the issuance of the FT Shares might be used for Canadian exploration bills and can qualify, as soon as renounced to a subscriber that’s a person (aside from a belief), as “flow-through crucial mineral mining expenditures”, as outlined in subsection 127(9) of the Earnings Tax Act (Canada), and as “flow-through mining expenditures” as outlined in part 11.7(1) of the Earnings Taxation Act (Manitoba) (collectively, the “Qualifying Expenditures”), which might be incurred on or earlier than December 31, 2025 and renounced to the subscribers with an efficient date no later than December 31, 2024 in an mixture quantity not lower than the gross proceeds raised from the problem of the FT Shares. As well as, the Qualifying Expenditures renounced to a subscriber that’s a person (aside from a belief) will qualify for the Manitoba mineral exploration tax credit score described in s. 11.7(2) of the Earnings Tax Act (Manitoba), a non-refundable funding tax credit score deductible in opposition to provincial revenue taxes payable by such subscriber underneath the Earnings Tax Act (Manitoba). If the Qualifying Expenditures are diminished by the Canada Income Company, the Firm will indemnify every FT Unit subscriber for any extra taxes payable by such subscriber because of the Firm’s failure to surrender the Qualifying Expenditures as agreed. The proceeds from the Non-public Placement might be used for working capital and normal company functions.
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The Non-public Placements are anticipated to shut on or about March 15, 2024 and are topic to sure closing situations together with, however not restricted to, the receipt of all needed approvals, together with the acceptance of the CSE and no objection from the Nasdaq Capital Market.
The securities issued underneath the Non-public Placements might be topic to a statutory maintain interval in Canada of 4 months and a day from the date of issuance in accordance with relevant securities legal guidelines.
The FT Models, FT Shares, Warrants, Warrant Shares, PP Models, Shares, PP Warrants and PP Warrant Shares (collectively, the “Securities”) being provided haven’t been and won’t be registered underneath the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities legal guidelines. Accordingly, the Securities of the Firm might not be provided or bought in america or to, or for the account or advantage of, “U.S. individuals” (as outlined in Regulation S underneath the U.S. Securities Act) absent registration or an relevant exemption from the registration necessities of the U.S. Securities Act and relevant state securities legal guidelines. Any Securities provided and bought in america shall be issued as “restricted securities” as outlined in Rule 144(a)(3) underneath the U.S. Securities Act. This press launch shall not represent a proposal to promote or the solicitation of a proposal to purchase, nor shall there be any sale of the securities in any jurisdiction during which such supply, solicitation or sale could be illegal.
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About Foremost Lithium
Foremost Lithium (NASDAQ: FMST) (CSE: FAT) (FSE: F0R0) (WKN: A3DCC8) is a hard-rock lithium exploration firm centered on empowering the North American clear power financial system. Foremost’s strategically positioned lithium properties prolong over 43,000 acres in Snow Lake, Manitoba, and hosts a property in a recognized energetic lithium camp located on over 11,400 acres in Quebec known as Lac Simard South. Foremost’s 4 flagship Lithium Lane Initiatives in addition to its Lac Simard South challenge are positioned on the tip of the NAFTA superhighway to capitalize on the world’s rising EV urge for food, strongly positioning the Firm to turn out to be a premier provider of North America’s lithium feedstock. Because the world transitions in the direction of decarbonization, the Firm’s goal is the extraction of lithium oxide (Li₂O), and to subsequently play a task within the manufacturing of high-quality lithium hydroxide (LiOH), to assist energy lithium-based batteries, crucial in growing a clean-energy financial system. Foremost Lithium additionally has the Winston Gold/Silver Property in New Mexico USA. Study Extra at www.foremostlithium.com.
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For additional data please contact:
Firm
Jason Barnard, President and CEO
+1 (604) 330-8067
information@foremostlithium.com
Investor Relations
Lucas A. Zimmerman
Managing Director
MZ Group – MZ North America
(949) 259-4987
FMST@mzgroup.us
Observe us or contact us on social media
Twitter: @foremostlithium
LinkedIn: https://www.linkedin.com/firm/foremost-lithium-resource-technology/
Fb: https://www.fb.com/ForemostLithium
The Canadian Securities Change has neither authorized nor disapproved the contents of this information launch and accepts no accountability for the adequacy or accuracy hereof.
Ahead-Wanting Statements
This information launch comprises “forward-looking statements” and “forward-looking data” (as outlined underneath relevant securities legal guidelines), primarily based on administration’s finest estimates, assumptions, and present expectations. Such statements embody however will not be restricted to, statements with respect to the usage of proceeds of the Movement-By Non-public Placement and Non-public Placement, plans for future exploration and growth of the Firm’s properties and the acquisition of extra exploration initiatives. Usually, these forward-looking statements will be recognized by way of forward-looking terminology reminiscent of “expects”, “anticipated”, “budgeted”, “forecasts”, “anticipates” “plans”, “anticipates”, “believes”, “intends”, “estimates”, “initiatives”, “goals”, “potential”, “aim”, “goal”, “potential”, and related expressions, or that occasions or situations “will”, “would”, “might”, “can”, “may” or “ought to” happen. These statements shouldn’t be learn as ensures of future efficiency or outcomes. Such statements contain recognized and unknown dangers, uncertainties and different elements which will trigger precise outcomes, efficiency or achievements to be materially completely different from these expressed or implied by such statements, together with however not restricted to: dangers associated to the receipt of all needed regulatory and third occasion approvals for the proposed operations of the Firm’s enterprise and exploration actions, dangers associated to the Firm’s exploration properties; dangers associated to worldwide operations; dangers associated to normal financial situations, precise outcomes of present exploration actions, unanticipated reclamation bills; adjustments in challenge parameters as plans proceed to be refined; fluctuations in costs of commodities together with lithium and gold; fluctuations in overseas foreign money trade charges, will increase in market costs of mining consumables, potential variations in reserves; failure of plant, tools or processes to function as anticipated; accidents, labour disputes, title disputes, claims and limitations on insurance coverage protection and different dangers of the mining business; delays within the completion of exploration, growth or building actions, adjustments in nationwide and native authorities regulation of mining operations, tax guidelines and laws, and political and financial developments in jurisdictions during which the Firm operates. . Though the Firm has tried to determine vital elements that would trigger precise outcomes to vary materially from these contained in forward-looking statements, there could also be different elements that trigger outcomes to not be as anticipated, estimated or meant. There will be no assurance that such statements will show to be correct, as precise outcomes and future occasions may differ materially from these anticipated in such statements. The forward-looking statements and forward-looking data are made as of the date hereof and are certified of their entirety by this cautionary assertion. The Firm disclaims any obligation to revise or replace any such elements or to publicly announce the results of any revisions to any forward-looking statements or forward-looking data contained herein to replicate future outcomes, occasions, or developments, besides as require by regulation. Accordingly, readers mustn’t place undue reliance on forward-looking statements and data. Please confer with the Firm’s most up-to-date filings underneath its profile at www.sedar.com for additional data respecting the dangers affecting the Firm and its enterprise.
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