Focus Graphite Announces Additional Increase to Non-Brokered Private Placement Offering
Focus Graphite Announces Additional Increase
to Non-Brokered Private Placement Offering
Ottawa, October 8, 2024—Focus Graph ite Inc. (TSXV:FMS; OTCQX:FCSMF;
FRANKFURT:FKC) (the “Company”) announced today it is increasing the maximum offering
of its private placement (the “Offering”) previously announced on September 30, 2024 and
October 2, 2024. The Offering will be increased from $500,000 to $525,000 and the issuance of
an additional 333,334 Units (defined below) at a price of $0.075 per Unit for a total of 7,000,000
Units. A finder’s fee of up to 7% cash and 7% finder’s warrants, exercisable on the same terms of
the Warrants (defined below) forming part of the Units (the “Finders Warrants”) may be paid
by the Company on a portion of the Offering. The Company also announces that the term of
Warrants and Finders Warrants will be increased from 24 months to 36 months.
Each Unit will continue to consist of one common share (a “Common Share”) in the capital of
the Company and one non-transferable common share purchase warrant (each whole warrant, a
“Warrant”) of the Company. Each whole Warrant will entitle the holder thereof to acquire one
Common Share at an exercise price per Common Share of $0.10 for a period of 36 months from
the closing of the Offering (the “Closing Date”).
The net proceeds of this financing will be used to maintain the Company's existing operations
and general working capital requirements.
The Offering is now expected to close on or about October 10, 2024 (the "Closing Date"), and is
subject to certain conditions including, but not limited to, the receipt of all necessary approvals,
including the approval of the TSX Venture Exchange, as well as the satisfaction of other
customary closing conditions. The Units will be sold on a private placement basis to accredited
investors and insiders of the Company pursuant to the "accredited investor" exemption or other
available and agreed upon exemptions from prospectus requirements. The Units, including all
underlying securities thereof, will have a hold period of four months and one day from the date
of issue.
It is anticipated that the closing of the Offering will constitute a Related Party Transaction (as the
term is defined in Multilateral Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions (“MI 61-101”)) because insiders of the Company will participate. The
Company has relied on 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 Offering as the fair market value (as determined under MI 61-101) of the Offering is below
25% of the Company's market capitalization (as determined in accordance with MI 61-101).
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor
shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the securities laws of any such
jurisdiction.
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About Focus Graphite
Focus Graphite Inc. is an advanced exploration company with an objective of producing flake
graphite concentrate at its wholly owned Lac Knife flake graphite deposit located 27 km south of
Fermont, Québec. In a second stage, to meet Quebec stakeholder interests of transformation
within the province and to add shareholder value. Focus is evaluating the feasibility of producing
value added graphite products including battery-grade spherical graphite.
Focus Graphite is a technology-oriented graphite development company with a vision for
building long-term, sustainable shareholder value. Focus also holds a significant equity position
in graphene applications developer Grafoid Inc.
For more information about Focus Graphite, please visit www.focusgraphite.com.
Neither 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.
Focus Graphite Investor Contact:
Focus Graphite Inc.
Judith Mazvihwa-MacLean
CFO
(613) 581-4040
Forward-Looking Statement
This News Release contains "forward-looking information" within the meaning of Canadian
securities legislation. All information contained herein that is not clearly historical in nature may
constitute forward-looking information. Generally, such forward-looking information can be
identified by the use of forward-looking terminology such as "plans", "expects" "anticipates" or
"does not anticipate", or "believes", or variations of such words and phrases or state that certain
actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be
achieved". Forward-looking information is subject to known and unknown risks, uncertainties
and other factors that may cause the actual results, level of activity, performance, or
achievements of the Company to be materially different from those expressed or implied by such
forward-looking information. Forward-looking information is based on assumptions
management believes to be reasonable at the time such statements are made, including but not
limited to, receipt of required regulatory approvals, and such other assumptions and factors as set
out herein. Although the Company has attempted to identify important factors that could cause
actual results to differ materially from those contained in the forward-looking information, there
may be other factors that cause results not to be as anticipated, estimated or intended. There can
be no assurance that such forward-looking information will prove to be accurate, as actual results
and future events could differ materially from those anticipated in such forward-looking
information. Such forward-looking information has been provided for the purpose of assisting
investors in understanding the Company's business and operations and may not be appropriate
for other purposes. Accordingly, readers should not place undue reliance on forward-looking
information. Forward-looking information is made as of the date of this News Release, and the
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Company does not undertake to update such forward-looking information except in accordance
with applicable securities laws.