VANCOUVER, British Columbia, Nov. 25, 2025 (GLOBE NEWSWIRE) -- South Pacific Metals Corp. (TSXV:SPMC) (FSE: 6J00) ("South Pacific Metals", "SPMC" or the "Company") is pleased to announce that it has entered into an agreement with a syndicate of agents led by BMO Capital Markets to market on a best-efforts basis by way of a private placement, up to C$8 million of units (the "Offering") consisting of one common share and one-half of one common share purchase warrant ("Warrant") of the Company (a "Unit"), at an indicative price of C$0.54 per Unit (the "Issue Price").
Each Warrant will entitle the holder to acquire one common share from the Company at a price of C$0.90 per share for a period of 24 months following the Closing Date (as defined below).
The Company also granted the Agents an option, exercisable in whole or in part, at any time up to 48 hours prior to the Closing Date, to purchase, or arrange for the purchase of, up to an additional 15% of the Units (the "Additional Units") at the Issue Price and otherwise on the same terms and conditions as the Units.
The Company intends to use the net proceeds of the Offering to expand exploration activities and for general corporate purposes.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), the Units are being offered for sale to purchasers resident in all provinces of Canada, except for Quebec, in reliance on the "listed issuer financing exemption" from the prospectus requirement available under Part 5A of NI 45-106, as amended by the Canadian Securities Administrators' Coordinated Blanket Order 45-935 Exemptions from Certain Conditions of the Listed Issuer Financing Exemption ("Listed Issuer Financing Exemption"), and in such other jurisdictions as may be mutually agreed upon by the Agents and the Company. The securities offered under the Listed Issuer Financing Exemption will not be subject to a hold period in accordance with applicable Canadian securities laws.
The Offering is expected to close on or about December 8, 2025 ("Closing Date") and is subject to South Pacific Metals receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange.
There is an offering document related to the Listed Issuer Financing Exemption that can be accessed under the Company's profile at www.sedarplus.ca and at https://southpacificmetals.ca/. Prospective investors should read this offering document before making an investment decision.
