PMET Announces Up To Aggregate C$130 Million Financings to Advance Shaakichiuwaanaan - Through a Flow-Through Private Placement and a Public Offering of Common Shares
PMET Resources Inc.
Suite 900 - 1801 McGill College, Montreal, Qc, Canada, H3A 1Z4
www.pmet.ca / TSX: PMET / ASX: PMT / OTC: PMETF / FSE: R9GA
NOT FOR RELEASE TO U.S. NEWS WIRE SERVICES
OR DISTRIBUTION IN THE UNITED STATES
PMET Announces Up To Aggregate C$130 Million Financings
to Advance Shaakichiuwaanaan - Through a Flow-Through
Private Placement and a Public Offering of Common Shares
Proceeds to support updated CV5 Feasibility Study, advancement of critical
minerals co-products and unlocking value through exploration success
The prospectus supplement, the corresponding base shelf prospectus and any amendment
thereto in connection with the Prospectus Offering (defined below) will be accessible
through SEDAR+ within two business days
February 9, 2026 – Montreal, QC, Canada February 9, 2026 – Sydney, Australia
Highlights
• Up to C$130 million financings to strengthen PMET’s balance sheet to fund the
next phase of exploration and development at Shaakichiuwaanaan following
recent exploration success.
• Proceeds will support an updated and optimized CV5 Feasibility Study with
inclusion of tantalum as a co-product and to advance CV13 towards preliminary
economic assessment, inclusive of lithium, caesium and tantalum.
• Financings will significantly de -risk the Company’s funding requirements
towards a Final Investment Decision ( “FID”) while preserving strategic
flexibility.
• Offerings consist of: (i) p ublic offering of common shares to raise up to
approximately C$65 million at a price of C$5.66 per common share, and (ii)
concurrent private placement of flow -through shares conducted at a price of
C$9.30 per common share representing a 48% premium to the Company’s last
traded share price on the TSX as of February 6, 2026.
• Investor demand received from existing and new institutional, professional and
sophisticated investors across North America and Australia.
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• Largest shareholder, Volkswagen (~9.553%) has advised of its intention to
participate in a separate private placement for additional common shares
which is anticipated to be for up to approximately C$14 million – the final
amount and timing to be determined.1
PMET RESOURCES INC. (THE “COMPANY” OR “PMET”) (TSX: PMET) (ASX: PMT)
(OTCQX: PMETF) (FSE: R9GA) is pleased to announce today that it is pursuing financings of
up to C$130 million comprised of (i) a prospectus offering of common shares (the “ Prospectus
Offering”) by way of a prospectus supplement ( the “Prospectus Supplement”) to the short
form base shelf prospectus of the Company dated July 22, 2024 (the “Base Shelf Prospectus”),
and (ii) a private placement by way of a charity flow -through offering (the “ Flow-Through
Offering” and, together with the Prospectus Offering, the “ Offerings”). The closing of each
Offering is not conditional upon the closing of the other Offering . The Offerings are expected to
close on or about February 19, 2026 (Eastern standard time) and are subject to customary closing
conditions, including the Company receiving all necessary regulatory approvals.
PMET President, CEO and Managing Director, Ken Brinsden, commented:
“These financings represent a major step forward for PMET as we continue to unlock the value of one of
North America’s important new multi-commodity critical minerals assets at Shaakichiuwaanaan and
advance it towards financing and development. The strong demand across both the public offering and the
flow-through placement reflects growing institutional confidence in the scale, quality and strategic value of
the project, and in our disciplined approach to developing it.
With this funding, we are well positioned to deliver an updated Feasibility Study optimised for CV5, unlock
the value of the world -class caesium discovery we made last year, integrate valuable critical minerals co-
products like caesium and tantalum into our development plan, and continue to unlock value across the
broader Property through ongoing exploration.
Importantly, this financing significantly de-risks the funding requirements of the Company through to a
Final Investment Decision, while maintaining balance sheet strength and strategic flexibility as we advance
permitting, complete key studies, further expand our resource base and engage with potential off-take and
strategic partners. We are also very pleased by Volkswagen’s intention to provide continued support, subject
to their internal approvals, which reinforces their long-term strategic alignment around building a globally
significant North American critical minerals company.
PMET is entering an exciting and transformational period, with several workstreams underway and multiple
upcoming catalysts – all against the backdrop of a strong recovery in lithium prices. With the completion
of this financing, we will be well-positioned to realise our objective of becoming a top 5 lithium producer
as well as being a globally significant supplier of high-value strategic critical minerals.”
1 Any final decision and amount of participation by VW will be subject to their internal approvals. There can be no
assurance that VW will participate.
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Prospectus Offering
The Company has entered into an agreement with Raymond James Ltd. (“Raymond James”), as
sole global coordinator for the Offerings, and BMO Nesbitt Burns Inc. (“BMO”, and together with
Raymond James, the “ Agents”), under which the Agents will act on a marketed “best efforts”
basis in connection with the proposed Prospectus Offering of common shares of the Company
(the “Offered Shares”) to be qualified by the Prospectus Supplement , to be filed in each of the
provinces of Canada pursuant to National Instrument 44-102 – Shelf Distributions. The Prospectus
Offering is being made in each of the provinces of Canada and, subject to applicable law, the Agents
may offer the Offered Shares in such other jurisdictions outside of Canada as agreed between the
Company and the Agents. The Company expects to offer 11,482,070 Offered Shares at a price of
C$5.66 per Offered Share for aggregate gross proceeds of up to approximately C$65 million.
The Company has also granted the Agents an option, exercisable at the offering price at any time
until 30 days after the closing of the Prospectus Offering, to purchase up to an additional 15% of
the Prospectus Offering (up to 1,722,311 common shares) to cover over -allotments, if any (the
“Over-Allotment Option”).
The allotment of the Offered Shares and any common shares issued pursuant to the Over -
Allotment Option will fall within the Company’s 15% placement capacity under ASX Listing Rule
7.1. Settlement of the Offered Shares is expected to occur on February 19, 2026 (Eastern standard
time) and the Offered Shares issued will rank equally with the Company’s existing common shares
on issue.
Flow-Through Private Placement
Separately, the Company has entered into an agreement with PearTree Securities Inc.
(“PearTree”) to raise total gross proceeds of C$65 million through the issue of 6,992,255 charity
flow-through shares (the “Flow-Through Shares ”) at an issue price of C $9.30 per Flow-
Through Share to institutional, professional and sophisticated investors. The issue price represents
a 48% premium to the last closing price of PMET shares on the TSX as of February 6, 2026. The
Flow-Through Offering will be facilitated by PearTree. Euroz Hartleys Limited (“Euroz”) and
Canaccord Genuity (Australia) Limited (“ Canaccord” and together with Euroz , “Australian
Joint Lead Agents”) acted as joint lead managers for the Flow-Through Offering.
On completion of the Flow -Through Offering, the Flow-Through Shares will be transmuted to
approximately 69,922,550 CHESS Depositary Interests (“CDIs”), on the basis of 10 CDIs for each
Flow-Through Share. Pursuant to a block trade agreement between PearTree and the Australian
Joint Lead Agents, the Australian Joint Lead Agents will facilitate the secondary sale of the CDIs
to select institutional investors by way of a block trade at A $0.59 per CDI (“Australian Block
Trade”).
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The allotment of the Flow-Through Shares will fall within the Company’s 15% placement capacity
under ASX Listing Rule 7.1. A prospectus under section 713 of the Corporations Act 2001 (Cth) will
be issued in connection with the transaction to facilitate secondary trading of the CDIs issued on
account of the Flow -Through Shares. Settlement of the Flow- Through Offering is expected to
occur on February 19, 2026 (Eastern standard time) and the Flow-Through Shares issued will rank
equally with the Company’s existing common shares on issue.
Participants in the Australian Block Trade will be unable to convert their CDIs into common shares
of the Company for the purpose of trading such shares in Canada until four (4) months have
elapsed from the settlement date. The Flow-Through Shares will be issued at a premium , as
Canadian charity flow -through shares , and provide tax incentives to those investors for
expenditures that qualify as Qualifying Expenses (as defined below). The unique tax treatment
applicable to the Flow- Through Shares does not apply to CDIs subsequently issued on account
thereof.
The term “flow-through share” is a defined term in the Income Tax Act ( Canada) (the “Act”) and
is not a distinct type of share under corporate law. In this case, the Flow-Through Shares refer to
common shares that will be issued by the Company to investors under a written agreement with
the investors whereby the Company agrees to incur certain Qualifying Expenses, and to renounce
such expenses to the investors. If the Company and the investors comply with the rules of the
Act, the investors will be entitled to deduct their proportionate share of the amount renounced
in computing their income for Canadian income tax purposes and Quebec income tax purposes,
as the case may be, and, as a result, the Flow-Through Shares are issued at a higher price. The tax
benefits associated with the Flow- Through Shares are available only to the initial s ubscribers
thereof (who are Canadian residents) and not to any other person who acquires the Flow-Through
Shares through the on-sale or transfer of those Flow-Through Shares.
PearTree is a Canadian exempt market dealer and will not receive any fees or commission from
the Company for its role with respect to the Flow-Through Offering.
Use of Proceeds
The Company intends to use the net proceeds from the Offerings primarily:
- to advance exploration and development of its Shaakichiuwaanaan Project including the
completion of the detailed engineering to support a FID by December 31, 2027;
- to pursue an updated and optimised F easibility Study on CV5 to include an assessment of
tantalum co-products;
- to complete a preliminary economic assessment on CV13 for lithium, caesium, tantalum to
further support the economic profile of the project; and
- for general corporate purposes.
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Moreover, the Company intends to use the gross proceeds from the sale of the Flow- Through
Shares to incur exploration expenses that are eligible “Canadian exploration expenses” that qualify
as “flow-through critical mineral mining expenditures” as such terms are defined in the Act, which
will be eligible for a federal 30% investment tax credit for any eligible individual investors (the
“Qualifying Expenses”).
Volkswagen
In addition to the common shares to be issued under the Offerings, existing Company major
shareholder, Volkswagen Finance Luxemburg S.A (“ VW”), has confirmed that, subject to it
obtaining internal approvals , it intends to participate in a separate private placement which is
anticipated to be for up to approximately C$14 million at not less than C$ 5.66 per share (being
the same price as the Offered Shares), subject to the approval of the TSX. Assuming all required
approvals are obtained, the closing of this private placement is expected to occur after the closing
of the Offerings . VW currently holds approximately a 9.553% interest in the Company. The
Company will provide an update on VW ’s proposed participation in accordance with its
continuous disclosure obligations. Any shares issued to VW are expected to fall within the
Company’s existing 15% placement capacity under ASX Listing Rule 7.1.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy any
securities, nor will 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.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the
securities in the United States. The securities have not been and will not be registered under the
United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities
laws and may not be offered or sold within the United States unless registered under the U.S.
Securities Act and applicable state securities laws or in a transaction exempt from, or not subject
to, the registration requirements of the U.S. Securities Act or the applicable state securities laws.
Access to the Prospectus Supplement and the Base Shelf Prospectus and any amendment thereto
in connection with the Prospectus Offering is provided in accordance with securities legislation
relating to procedures for providing access to a shelf prospectus supplement, a base shelf
prospectus and any amendment thereto. The Prospectus Supplement, the Base Shelf Prospectus
and any amendment thereto in connection with this offering will be accessible within two business
days at www.sedarplus.ca.
An electronic or paper copy of the Pr ospectus Supplement, the Base Shelf Prospectus and any
amendment thereto may be obtained from any one of the Agents, without charge, by contacting
Raymond James by email at [email protected] or BMO by em ail a t
[email protected], and by providing the contact with an email address or mailing
address, as applicable.
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ABOUT PMET RESOURCES INC.
PMET Resources Inc. is a pegmatite critical mineral exploration and development company focused
on advancing its district -scale 100% -owned Shaakichiuwaanaan Property located in the Eeyou
Istchee James Bay region of Quebec, Canada, which is accessible year -round by all -season road
and proximal to regional hydro-power infrastructure.
In late 2025, the Company announced a positive lithium -only Feasibility Study on the CV5
Pegmatite for the Shaakichiuwaanaan Property (the “Feasibility Study”) and declared a maiden
Mineral Reserve of 84.3 Mt at 1.26% Li 2O (Probable) 2. The study outlines the potential for a
competitive and globally significant high-grade lithium project targeting up to ~800 ktpa spodumene
concentrate using a simple Dense Media Separation (“DMS”) only process flowsheet. Further, the
results highlight Shaakichiuwaanan as a potential North American critical mineral powerhouse with
significant opportunity for tantalum and caesium in addition to lithium.
The Project hosts a Consolidated Mineral Resource3 totalling 108.0 Mt at 1.40% Li2O and 166 ppm
Ta2O5 (Indicated), and 33.4 Mt at 1.33% Li 2O and 155 ppm Ta 2O5 (Inferred), and ranks as the
largest4 lithium pegmatite resource in the Americas, and in the top ten globally. Additionally, t he
Project hosts the world’s largest known pollucite-hosted caesium pegmatite Mineral Resource at
the Rigel and Vega zones with 0.69 Mt at 4.40% Cs 2O (Indicated), and 1.70 Mt at 2.40% Cs 2O
(Inferred).
For further information, please contact us at [email protected] or by calling +1 (604) 279- 8709, or
visit www.pmet.ca. Please also refer to the Company’s continuous disclosure filings, available under
its profile at www.sedarplus.ca and www.asx.com.au, for available exploration data.
This news release has been approved by
“KEN BRINSDEN”
Kenneth Brinsden, President, CEO, & Managing Director
Olivier Caza-Lapointe
Head, Investor Relations
T: +1 (514) 913-5264
QUALIFIED/COMPETENT PERSON
The technical and scientific information in this news release that relates to the Mineral
Resource Estimate for the Company’s properties is based on, and fairly represents, information
2 See Feasibility Study news release dated October 20, 2025. Probable Mineral Reserve cut-off grade is 0.40% Li2O (open-pit) and 0.70%
Li2O (underground). Underground development and open-pit marginal tonnage containing material above 0.37% Li2O are also included in the
statement. Effective Date of September 11, 2025.
3 The Consolidated MRE (CV5 + CV13 pegmatites), which includes the Rigel and Vega caesium zones, totals 108.0 Mt at 1.40% Li2O, 0.11%
Cs2O, 166 ppm Ta2O5, and 66 ppm Ga, Indicated, and 33.4 Mt at 1.33% Li 2O, 0.21% Cs2O, 155 ppm Ta2O5, and 65 ppm Ga, Inferred,
and is reported at a cut-off grade of 0.40% Li2O (open-pit), 0.60% Li2O (underground CV5), and 0.70% Li2O (underground CV13). A grade
constraint of 0.50% Cs2O was used to model the Rigel and Vega caesium zones. The Effective Date is June 20, 2025 (through drill hole CV24-
787). Mineral Resources are not Mineral Reserves as they do not have demonstrated economic viability. Mineral Resources are inclusive of
Mineral Reserves.
4 Determination based on Mineral Resource data, sourced through July 11, 2025, from corporate disclosure.
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compiled by Mr. Darren L. Smith, M.Sc., P.Geo., who is a Qualified Person as defined by National
Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”), and member in good
standing with the Ordre des Géologues du Québec (Geologist Permit number 01968), and with
the Association of Professional Engineers and Geoscientists of Alberta (member number 87868).
Mr. Smith has reviewed and approved the related technical information in this news release.
Mr. Smith is an Executive and Vice President of Exploration for PMET Resources Inc. and holds
common shares, Restricted Share Units (RSUs), Performance Share Units (PSUs), and options in
the Company.
The information in this news release that relates to the Mineral Reserve Estimate and Feasibility
Study is based on, and fairly represents, information compiled by Mr. Frédéric Mercier -Langevin,
Ing. M.Sc., who is a Qualified Person as defined by NI 43- 101, and member in good standing with
the Ordre des Ingénieurs du Québec. Mr. Mercier-Langevin has reviewed and approved the related
technical information in this news release.
Mr. Mercier-Langevin is the Chief Operating and Development Officer for PMET Resources Inc.
and holds common shares, RSUs, PSUs, and options in the Company.
DISCLAIMER FOR 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 present or historical facts, are forward -looking
statements. Forward -looking statements involve known and unknown risks, uncertainties and
assumptions and accordingly, actual results could differ materially from those expressed or implied
in such statements. You are hence cautioned not to place undue reliance on forward- looking
statements. Forward -looking statements are typically identified by words such as “plan”,
“development”, “growth”, “continued”, “intentions”, “expectations”, “emerging”, “evolving”,
“strategy”, “opportunities”, “anticipated”, “trends”, “potential”, “outlook”, “ability”, “additional”,
“on track”, “prospects”, “viability”, “estimated”, “reaches”, “enhancing”, “strengthen”, “target”,
“believes”, “next steps” or variations of such words and phrases or statements that certain actions,
events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.
Forward-looking statements include, but are not limited to, statements concerning pertaining to
the Offerings, including the total anticipated proceeds, the approval by the TSX, the closing of the
Offerings, the exercise of the Over-Allotment Option, the Company’s expectation that the Flow-
Through Shares will qualify as flow- through shares under the Act, the conversion of the Flow-
Through Shares into CDIs, the sale in Australia through the Australian Block Trades, the VW
participation, the expected use of proceeds, and the development and positioning of the Company.
Forward-looking statements are based upon certain assumptions and other important factors that,
if untrue, could cause actual results to be materially different from future results expressed or
implied by such statements. There can be no assurance that forward-looking statements will prove
to be accurate. Key assumptions upon which the Company’s forward-looking information is based
include, without limitation, the Company’s ability to satisfy all closing conditions for the Offerings
and the VW participation, the absence of market conditions that could adversely impact the
Offerings and the VW participation and the absence of material adverse changes in the Company’s
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industry or the global economy including interest rates, inflationary pressures, supply chain
disruptions and commodity market volatility.
Forward-looking statements are also subject to risks and uncertainties facing the Company’s
business, any of which could have a material adverse effect on the Company’s business, financial
condition, results of operations and growth prospects. Readers should review the detailed risk
discussion in the Company’s most recent Annual Information Form filed on SEDAR+, for a fuller
understanding of the risks and uncertainties that affect the Company’s business and operations.
Although the Company believes its expectations are based upon reasonable assumptions and has
attempted to identify important factors that could cause actual actions, events or results to differ
materially from those described in forward -looking statements, there may be other factors that
cause actions, events or results not to be as anticipated, estimated or intended. There can be no
assurance that forward -looking information will prove to be accurate. If any of the risks or
uncertainties mentioned above, which are not exhaustive, materialize, actual results may vary
materially from those anticipated in the forward-looking statements.
The forward- looking statements contained herein are made only as of the date hereof. The
Company disclaims any intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise, except to the extent required
by applicable law. The Company qualifies all of its forward-looking statements by these cautionary
statements.
COMPETENT PERSON STATEMENT (ASX LISTING RULES)
The information in this news release that relates to the Feasibility Study (“FS”) for the
Shaakichiuwaanaan Project, which was first reported by the Company in a market announcement
titled “ PMET Resources Delivers Positive CV5 Lithium -Only Feasibility Study for its Large -Scale
Shaakichiuwaanaan Project” dated October 20, 2025 (Montreal time) is available on the Company’s
website at www.pmet.ca , on SEDAR+ at www.sedarplus.ca and on the ASX website at
www.asx.com.au. The production target from the Feasibility Study referred to in this news release
was first reported by the Company in accordance with ASX Listing Rule 5.16 on the date of the
original announcement. The Company confirms that, as of the date of this news release, all material
assumptions and technical parameters underpinning the production target in the original
announcement continue to apply and have not materially changed.
The Mineral Resource and Mineral Reserve Estimates in this news release were first reported by
the Company in accordance with ASX Listing Rule s 5.8 and 5.9 in market announcements titled
“World’s Largest Pollucite-Hosted Caesium Pegmatite Deposit” dated July 20, 2025 (Montreal time) and
“PMET Resources Delivers Positive CV5 Lithium -Only Feasibility Study for its Large-Scale
Shaakichiuwaanaan Project ” dated October 20, 2025 (Montreal time) and are available on the
Company’s website at www.pmet.ca , on SEDAR+ at www.sedarplus.ca and on the ASX website
at www.asx.com.au. The Company confirms that, as of the date of this news release, it is not aware
of any new information or data verified by the competent person that materially affects the
information included in the relevant announcement and that all material assumptions and technical
parameters underpinning the estimates in the relevant announcement continue to apply and have
not materially changed. The Company confirms that, as at the date of this announcement, the form