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SGML.V ·

Sigma Lithium Announces Closing of C$42.0 million Private Placement of Common Shares

Financings

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Sigma Lithium Announces Closing of C$42.0 million Private

Placement of Common Shares

• The Offering book was oversubscribed and comprised primarily of the current

shareholders of the Company : global ESG-oriented institutional investors focused on

the theme of battery materials & energy transition

• The Offering proceeds will be used to advance Phase 2 of Sigma’s Grota do Cirilo Project

and enhance the Company’s financial flexibility during the construction of Phase 1 of

the Project

________________________________________________________________________________________________________

VANCOUVER, British Columbia, February 12, 2021 -- SIGMA Lithium Resources Corporation

(“Sigma” or the “Company”) (TSXV: SGMA) (OTC-QB: SGMLF) is pleased to announce that it has

closed its previously announced upsized non-brokered private placement of common shares (the

“Offering”) and has issued 9,545,455 common shares at a price of C$4.40 per share (which is 10% above

the initial indicated price) for gross proceeds of C$42.0 million.

The Offering book was oversubscribed and comprised primarily of the current shareholders of the

Company: global ESG-oriented institutional investors focused on the theme of battery materials & energy

transition. The planned use of proceeds of the Offering is as set forth in the Company’s news release dated

February 2, 2021 titled “Sigma Lithium Announces a C$30 Million Private Placement of Common Shares

at C$4.00”, including the preparation of a definitive feasibility study and permitting for Phase 2 of the

development of the Grota do Cirilo lithium project (the “Project”), further exploration drilling for Phase 3

of the Project and general corporate purposes . The additional proceeds from the previously announced

increase in Offering size are to be used to further enhance Sigma’s fi nancial flexibility during the

construction of Phase 1 of the Project.

Cormark Securities Inc. and National Bank Financial Inc. acted as financial advisors to the Company in

connection with the Offering and received finder’s compensation in respect of certain orders from

subscribers introduced by finders . This compensation was comprised of (i) cash fees of up to 6% of the

proceeds and (ii) such number of warrants as is equal to up to 6% of the common shares purchased by such

introduced subscribers (each such warrant entitling the finder to acquire one common share at an exercise

price of C$4.40 per share and exercisable for one year after the closing of the Offering). Other parties also

received finder’s compensation in connection with the Offering.

In connection with the Offering, the Company entered into an agreement with the A10 Group to provide

services in respect of the Offering and A10 Group received finder’s compensation for purchases by

subscribers it introduced, as described above. The arrangements with the A10 Group were considered and

unanimously approved by each of the directors of the Company unrelated to the A10 Group.

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All securities issued in connection with the Offering are subject to a statutory hold period in Canada

expiring four months and one day from the closing of the Offering.

Certain principals of the A10 Group are directors, officers or indirect significant shareholders of the

Company, such that the arrangement with the A10 Group in respect of the Offering is a related party

transaction for purposes of Multi lateral Instrument 61-101 Protection of Minority Securityholders in

Special Transactions and Policy 5.9 of the TSXV (which incorporates such Multilateral Instrument by

reference). The arrangement is exempt from the formal valuation an d minority shareholder approval

requirements of such Multilateral Instrument and TSXV Policy because the value of the transaction and the

compensation are below 25% of the Company’s market capitalization.

The completion Offering remains subject to the final approval of the TSX Venture Exchange.

The common shares have not been, and will not be , registered under the U.S. Securities Act of 1933, as

amended (the “1933 Act”), and may not be offered or sold in the United States absent registration or an

applicable exemption from the registration requirements of the 1993 Act, and applicable U.S. state

securities laws. 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 common shares in any jurisdiction in which such offer, solicitation or sale

would be unlawful.

ABOUT SIGMA LITHIUM

Sigma is a Canadian company that has been producing environmentally sustainable battery -grade lithium

concentrate on a pilot scale since 2018 and shipping high -purity “green & sustainable” 6% Li2O battery -

grade lithium concentrate samples to some of the le ading global cathode and battery producers of electric

vehicles. The Company is in pre -construction (including the EPC and “contract -readiness” of core

construction suppliers) of a larger-scale lithium concentration commercial production plant in Phase 1 o f

the development of its Grota do Cirilo property . Based on the technical report titled “Grota do Cirilo

Lithium Project, Araçuaí and Itinga Regions, Minas Gerais, Brazil, National Instrument 43-101 Technical

Report on Feasibility Study Final Report” with an effective date of September 16, 2019 (the “Feasibility

Study Report”), it will contemplate a capacity to produce at the rate of 220,000 tonnes annually of battery-

grade “green” lithium concentrate and Sigma will be amongst the lowest -cost producers of l ithium

concentrate globally. The Feasibility Study Report is being updated to include the development of the

Project’s second deposit, contemplating production at the rate of 440,000 tonnes per annum (Phase 2 of the

Project).

To secure a leading position supplying the clean mobility and green energy storage value chain, Sigma has

adhered to the highest standards of environmental practices in line with its core values and mission since

starting activities in 2012. Sigma’s production process is powered by h ydroelectricity and the Company

utilizes state -of the-art dry -stacking tailings management and water -recycling techniques in its

beneficiation process. Its corporate mission is to execute its strategy while embracing strict ESG principles.

Sigma’s shareholders include some of the largest ESG-focused institutional investors in the world.

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FOR ADDITIONAL INFORMATION PLEASE CONTACT

Sigma Lithium Resources Corporation

www.sigmalithiumresources.com

Company Contact:

Anna Hartley

Director of Investor Relations

(London) +44 7866 458 093

[email protected]

FORWARD-LOOKING STATEMENTS

This news release includes certain "forward -looking statements" under applicable Canadian securities

legislation, including statements relating to the expected use of net proceeds and TSXV approval. Forward-

looking statements are necessarily based upon a number of estimates and assumptions that, while

considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may

cause the actual results and future events to differ materially from those expressed or implied by such

forward-looking statements. All statements that address future plans, activities, events, or developments

that the Company believes, expects or anticipates will or may occur are forward -looking information,

including statements regarding the potential development of resources and drilling plans which may or may

not occur. Forward-looking statements and information contained herein are based on certain factors and

assumptions regarding, among other things, receipt of all necessary approvals to complete the Offering, the

market price of the Company's securities, metal prices, exchange rates, taxation, the estimation, timing and

amount of future exploration and development, capital and operating costs, the availability of financing,

the receipt of regulatory approvals, environmental risks, title disputes, litigation risks, failure of plant,

equipment or processes to ope rate as anticipated, accidents, labour disputes, claims and limitations on

insurance coverage and other risks of the mining industry, changes in national and local government

regulation of mining operations, and regulations and other matters including the COVID-19 pandemic.

There can be no assurance that such statements will prove to be accurate, as actual results and future events

could differ materially from those anticipated in such statements. Accordingly, readers should not place

undue reliance on forw ard-looking statements. 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 as required by law. For more information on the risks, uncertainties and assumptions that

could cause our actual results to differ from current expectations, please refer to our public filings available

at www.sedar.com.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is d efined in

the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this

news release.