Grid Metals Announces Closing of Second Tranche of Strategic Private Placement
Grid Metals Announces Closing of Second Tranche of Strategic Private
Placement
Not for distribution to United States Newswire Services or for dissemination in the United States
October 30, 2025 TORONTO -- Grid Metals Corp. (TSXV: GRDM; OTCQB: MSMGF) ("Grid" or the
"Company") is pleased to announce it has closed the second and final tranche of its previously
announced non-brokered private placement for aggregate gross proceeds of C$2,347,158 (the
“Second Tranche”). The Second Tranche consisted of the issuance of 7,060,903 Common Shares
to a strategic investor (the “Investor”) and an existing institutional shareholder at a price of
C$0.12 per Common Share and 7,575,000 charity flow -through shares (the “CFT Shares”) to
charitable purchasers at a price of C$0.198 per CFT Share . Each CFT Share will be issued as a
“flow-through share” within the meaning of the Income Tax Act (Canada).
The aggregate gross proceeds of C$4,027,158 from the first tranche (the “First Tranche”) and the
Second Tranche (the “Offering”) will be used to finance exploration, primarily at the Company’s
Falcon West cesium project and within the Bird River Belt in southeastern Manitoba targeting
nickel, copper and PGM targets, as well as for general corporate purposes with respect to the
proceeds raised from the issuance of Common Shares. There are no warrants or finder’s fees
associated with the Offering.
The proceeds from the issuance of the CFT Shares are intended to be used for exploration of the
Company’s property portfolio in Manitoba (primarily the Falcon West Cesium Property) and will
be used to incur "Canadian exploration expenses" that qualify as “flow -through mining
expenditures” as defined in the Income Tax Act (Canada), and for Manitoba purchasers, the CFT
Shares will be eligible for the 30% Manitoba Mineral Exploration Tax Credit ( the “ Qualifying
Expenditures”). The Company will renounce all the Qualifying Expenditures in favour of the
subscribers of the CFT Shares effective December 31, 2025.
An insider of the Company participated in the Offering, acquiring an aggregate of 5,565,233
Common Shares for total gross proceeds of approximately $667,828. Such participation
constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is
relying on the exemptions from the formal valuation and minority shareholder -approval
requirements of MI 61-101 contained in subsections 5.5(a) and 5.7(a) thereof, on the basis that
the fair-market value of the securities issued to relat ed parties and the consideration paid by
such related parties each represent less than 25% of the Company’s market capitalization. The
Company did not file a material change report containing all of the disclosure required by MI 61-
101 more than 21 days before the expected closing date of the Offering as the aforementioned
insider participation had not been confirmed at that time and the Company wished to close the
Offering as expeditiously as possible.
Closing of the Offering remains subject to the final approval of the TSX Venture Exchange. The
Common Shares and CFT Shares will be subject to a hold period of four months and one day from
issuance in accordance with applicable securities laws.
The securities being offered have not been, nor will they be, registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or
for the account or benefit of, U.S. persons absent registrati on or an applicable exemption from
the registration requirements. This news release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
About Grid Metals Corp.
Grid Metals is focused on exploration and development in southeastern Manitoba with four key
projects in the Bird River area.
1) The Makwa Property (Ni -Cu-PGM-Co), which is subject to an Option and Joint Venture
Agreement with Teck Resources Limited (“Teck”) . Teck can earn up to a 70% interest in
Makwa by incurring a total of CAD$17.3 million, comprising project expenditures
(CAD$15.7 million) and cash payments or equity participation (CAD$1.6 million) with Grid.
Makwa is located on the south arm of the Bird River Greenstone Belt.
2) The Mayville Property (Cu-Ni) is located on the north arm of the Bird River Greenstone
Belt. The property is owned subject to a minority interest.
3) The Falcon West Property (Li -Cs) is located 110 km east of Winnipeg along the Trans -
Canada highway and contains highly anomalous cesium values in a number of historical
drill holes including 2.2 m at 15.0% Cs2O and 3.2 m at 4.6% Cs2O.
4) The Donner Property (Li-Cs) is adjacent to the Mayville Property, and Grid owns 75% of
the project.
All of the Company’s southeastern Manitoba projects are located on the ancestral lands of the
Sagkeeng First Nation with whom the Company maintains an Exploration Agreement.
On Behalf of the Board of Grid Metals Corp.
For more information about the Company, please visit our website at www.gridmetalscorp.com
or contact:
Robin Dunbar – President, CEO & Director – [email protected]
Brandon Smith – Chief Development Officer – [email protected]
David Black – Investor Relations – [email protected]
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
We seek safe harbour. This news release contains forward -looking statements within the meaning of the
United States Private Securities Litigation Reform Act of 1995 and forward-looking information within the
meaning of the Securities Act (Ontario) (togethe r, "forward-looking statements"). Such forward -looking
statements include the Company’s , intended use of proceeds and receipt of regulatory approvals . The
overall economic potential of its properties, the availability of adequate financing and involve known and
unknown risks, uncertainties and other factors which may cause the actual results, performance or
achievements expressed or implied by such forwar d-looking statements to be materially different. Such
factors include, among others, risks and uncertainties relating to potential political risk, uncertainty of
production and capital costs estimates and the potential for unexpected costs and expenses, physical risks
inherent in mining operations, metallurgical risk, currency fluctuations, fluctuations in the price of nickel,
cobalt, copper and other metals, completion of economic evaluations, changes in project parameters as
plans continue to be refined, the inability or failure to obtain adequate financing on a timely basis, and
other risks and uncertainties, including those described in the Company's Management Discussion and
Analysis for the most recent financial period and Material Change Reports filed with the Canadian
Securities Administrators and available at www.sedarplus.ca.
Neither the TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press
release.