Lion One - News release – Overnight Marketed Offering - February 2025
Lion One - News release – Overnight Marketed Offering - February 2025
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Lion One Announces Pricing of $7.5 Million Overnight
Marketed Public Offering
North Vancouver, British Columbia – February 6, 2025– Lion One Metals Limited (TSX-V: LIO) (OTCQX:
LOMLF) (“Lion One” or the “Company”) is pleased to announce pricing an d terms of its previously announced
overnight marketed underwritten offering (the “Offering”) of 22,058,824 units (each a “Unit”) of the Company (the
“Offered Units”) at a public offering price of C$0.34 for aggregate gross proceeds of C$7,500,000.
Stifel Nicolaus Canada Inc. is acting as lead underwriter and sole bookrunner (the “ Lead Underwriter”), on behalf
of a syndicate of underwriters (collectively with the Lead Underwriter, the “Underwriters”). The Company has agreed
to grant the Underwriters an over-allotment option exercisable, in whole or in part, in the sole discretion of the Lead
Underwriter, to purchase up to an additional 15% of the nu mber of Offered Units sold in the Offering for up to 30
days after the closing, on the same terms and conditions as the Offering
Each Unit will consist of one (1) common share of the Company (a “ Share”) plus one (1) common share purchase
warrant (each a whole common share purchase warrant, a “ Warrant”). Each Warrant will entitle the holder thereof
to purchase one Share (a “Warrant Share”) at an exercise price of C$0.41 for 36 months following the closing of the
Offering.
The net proceeds received by the Company from the sale of the Offered Units will be used for development and
exploration expenditures at the Company’s projects in Fiji, working capital and for general corporate purposes.
The Offering will be made by way of a prospectus supplement (the “ Prospectus Supplement”) to the Company’s
existing Canadian short form base shelf prospectus dated January 31, 2025 (the “ Base Shelf Prospectus ”). Upon
completion of pricing of the Offering and the signing of the Underwriting Agreement, the Prospectus Supplement will
be filed with the securities commission s in each of the provinces of Canada . and will be available on SEDAR+ at
www.sedarplus.ca. Alternatively, the Prospectus Supplement and related Base Shelf Prospectus may be obtained upon
request by contacting the Company or Stifel in Canada, a ttention: [email protected]. The Offered Units
will be offered in all provinces and te rritories of Canada except Québec and Nunavut. The Offered Units will not be
offered or sold in the United States except under or Regulation D or in such other manner as to not require registration
under the United States Securities Act of 1933, as ame nded. The Offered Units may also be offered in those
jurisdictions outside of Canada and the United States as agreed to by the Company and the Underwriters provided that
no prospectus filing or comparable obligation arises and the Company does not thereafter become subject to
continuous disclosure obligations in such jurisdictions.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United
States or any other jurisdiction in which such offer, so licitation or sale would be unlawful. No securities may be
offered or sold in the United States or in any other jurisdiction in which such offer or sale would be unlawful absent
registration under the U.S. Securities Act of 1933, as amende d, or an exemption therefrom or qualification under the
securities laws of such other jurisdiction or an exemption therefrom. The closing of the Offering is expected to occur
on or about February 14, 2025 and is subject to the comp letion of formal documentatio n and receipt of regulatory
approvals, including the approval of the TSX Venture Exchange.
About Lion One Metals Limited
Lion One Metals is an emerging Canadian gold producer headquartered in North Vancouver BC, with new operations
established in late 2023 at its 100% owned Tuvatu Alkaline Gold Project in Fiji. The Tuvatu project comprises the
high-grade Tuvatu Alkaline Gold Deposit, the Underground Gold Mine, the Pilot Plant, and the Assay Lab. The
Lion One - News release – Overnight Marketed Offering - February 2025
Company also has an extensive exploration license covering the entire Navilawa Caldera, which is host to multiple
mineralized zones and highly prospective exploration targets.
On behalf of the Board of Directors
Walter Berukoff, Chairman and CEO
Contact Information
Email: [email protected]
Phone: 1-855-805-1250 (toll free N. America)
Website: www.liononemetals.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.
Forward-Looking Information
This news release contains forward ‐looking statements and forward ‐looking information within the meaning of
applicable securities laws. All statements other than statements of historical fact may be forward‐looking statements
or information. Forward-looking statements are freque ntly identified by such words as “may”, “will”, “plan”,
“expect”, “anticipate”, “estim ate”, “intend” and similar wo rds referring to future events and results. The forward‐
looking statements and information are based on certain key expectations and assumptions made by management of
the Company. Forward-looking statements made in this news release include statements regarding the results of the
Offering and associated marketing efforts, the use of proceeds of the Offering, and the anticipating closing date of the
Offering. Although management of th e Company believes that the expectations and assumptions on which such
forward-looking statements and information are based are reasonable, undue reliance should not be placed on the
forward‐looking statements and information since no assurance can be given that they will prove to be correct.
Forward-looking statements and information are provided for the purpose of providing information about the current
expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on
such statements and information may not be appropriate for other purposes, such as making investment decisions.
Actual results could differ materially from those currently anticipated due to a number of factors and risks, including,
with respect to the Offering, the conditions of the financial markets, availability of financing, timeliness of completion
of the Offering, and the timing of TSX Venture Exchange approval; and with respect to the use of proceeds, the
sufficiency of the proceeds, the speculative nature of mi neral exploration and develop ment, fluctuating commodity
prices, and competitive, as described in more de tail in our recent securities filings available at www.sedarplus.ca,
including the Prospectus Supplements. Accordingly, readers should not place undue reliance on the forward‐looking
statements and information contained in this news release. Readers are cautioned that the foregoing list of factors is
not exhaustive. The forward ‐looking statements and information contained in this news release are made as of the
date hereof and no undertaking is given to update publicly or revise any forward ‐looking statements or information,
whether as a result of new information, future events or ot herwise, unless so required by applicable securities laws.
The forward-looking statements or information contained in this news release are expressly qualified by this
cautionary statement.