Green Bay Copper-Gold Project, Canada
FireFly has received firm commitments totalling approximately A$134.1m (before costs) via a Charity Flow-Through Placement, Institutional Placement, and Canadian bought deal financing
FireFly also intends to undertake a non-underwritten Share Purchase Plan (SPP) to raise up to an additional A$5.0m (before costs) at the same offer price as the institutional placement of A$1.70 per share
The Equity Raising (defined below) represents a discount of just 2.3% to the 10-day VWAP, after allowing for the Canadian flow through premium
Pro-forma cash before transaction costs is A$244.1 million1
PERTH, Australia, Dec. 04, 2025 (GLOBE NEWSWIRE) -- FireFly Metals Ltd ((ASX: FFM, TSX:FFM) (FireFly or Company) is pleased to announce a highly successful equity raising which will underpin a concerted resource growth campaign and progressing upscaled mining studies at its Green Bay Copper-Gold Project in Canada.
FireFly has received firm commitments for ~A$134.1 million (before costs) via the issue of up to approximately 77.1 million fully paid ordinary shares in the Company (New Shares) under the Equity Raising (defined below).
FireFly Managing Director Steve Parsons said: "This highly successful raising means we can embark on a no-holds-barred drilling campaign aimed at creating further shareholder value in a very timely manner.
"We will increase the drilling fleet to nine rigs as part of an aggressive onslaught targeting extensions to known mineralisation and new regional prospects.
"We are also progressing towards a Final Investment Decision by derisking the Green Bay Copper-Gold Project by embarking on Upscaled Mining Studies which are expected to be completed in the first half of CY26.
"The name of the game at Green Bay is clearly drive value through the drill bit and derisk a large scale copper-gold project. So that's exactly what we are going to do".
Equity Raising Details
The equity raising will be completed in three parts (together, the Equity Raising), comprising:
~A$16.4 million (C$15.0 million)2 charity flow-through placement to Canadian investors priced at approximately A$2.09 per New Share, which represents a 7.5% premium to FireFly's last closing price on Monday, 1 December 2025, and a 23.0% premium to the offer price under the Institutional Placement of A$1.70 per New Share (Offer Price) (Charity Flow-Through Placement);
A$85.0 million institutional placement at the Offer Price of A$1.70 per New Share, which represents a 12.6% discount to FireFly's last closing price and a 4.6% discount to FireFly's 10-day volume weighted average price up to and including Monday, 1 December 2025 (Institutional Placement); and
~A$32.8 million (C$30.0 million)3 Canadian bought deal offering with a syndicate of underwriters led by BMO Capital Markets (BMO) with an over-allotment option for up to an additional C$4.5 million.
Concurrently with the Equity Raising, FireFly is also offering Eligible Shareholders (defined below) the opportunity to participate in a non-underwritten SPP at the Offer Price to raise up to an additional A$5.0 million (with the ability to accept oversubscriptions, at the discretion of the Company), before costs.
Charity Flow-Through Placement
The Company has received firm commitments under the Charity Flow-Through Placement to raise approximately C$15.0 million (~A$16.4 million)2, before costs, through the issue of 7,829,628 New Shares at an issue price of approximately C$1.92 (A$2.09)2 per New Share (Flow-Through Shares) to be issued as Canadian "flow-through shares", which provide tax incentives to those investors for certain Canadian development expenses that qualify under the Income Tax Act (Canada).
Pursuant to a block trade agreement between PearTree Securities Inc. (PearTree) and Canaccord Genuity (Australia) Limited (Canaccord Genuity), Canaccord Genuity will facilitate the secondary sale of the Flow-Through Shares acquired by PearTree clients under the Charity Flow-Through Placement to sophisticated and professional investors by way of an on-market block trade executed at the Offer Price of A$1.70 per Flow-Through Share.
The tax benefits associated with the Flow-Through Shares are available only to the initial investors (who are Canadian residents) and not to any other person who acquires the Flow-Through Shares through on-sale or transfer.
The Flow-Through Shares will be issued under the Company's existing placement capacity under ASX Listing Rule 7.1.
Settlement of the New Shares under the Charity Flow-Through Placement is expected to occur on 11 December 2025 (followed by the block trade). The Flow-Through Shares will rank equally with the Company's existing ordinary shares on issue.
A transaction specific prospectus under section 713 of the Corporations Act 2001 (Cth) (Corporations Act) will be issued in connection with the Charity Flow-Through Placement to facilitate secondary trading of the New Shares the subject of the Charity Flow-Through Placement (Prospectus).
The Charity Flow-Through Placement has been facilitated by Canadian flow-through share exempt market dealer, PearTree, pursuant to a subscription and renunciation agreement with the Company. PearTree will not receive any fees or commission from the Company for its role with respect to the Charity Flow-Through Placement.
Institutional Placement
The Company has received firm commitments from sophisticated and professional investors under the Institutional Placement to raise A$85.0 million (before costs) through the issue of 50.0 million New Shares at the Offer Price of A$1.70 per New Share (Placement Shares). Settlement of the Placement Shares is expected to occur on or around Thursday, 11 December 2025. The Placement Shares will be issued under the Company's existing placement capacity under ASX Listing Rule 7.1.
Canadian Bought Deal Financing
Firefly has entered into an agreement with BMO, pursuant to which BMO, on behalf of a syndicate of underwriters, has agreed to purchase, on a bought deal basis, 19,230,770 New Shares at a price of C$1.56 (A$1.70)4 per New Share for gross proceeds of C$30 (approximately A$32.8)4 million (the Canadian Offering). The Company has also granted the underwriters an option, exercisable at BMO's sole discretion at the offering price (i.e. C$1.56) for a period of 30 days following the closing of the Canadian Offering, to purchase up to an additional 15% of the Canadian Offering to cover over-allotments, if any.
The New Shares under the Canadian Offering are being offered in Canada by way of a short form prospectus in all of the provinces of Canada, except Quebec, and by way of private placement in the United States and offshore jurisdictions in accordance with applicable laws. The Canadian Offering is expected to close on or about 17 December 2025 and is subject to the Company receiving all necessary regulatory approvals. The New Shares the subject of the Canadian Offering will be issued under the Company's existing placement capacity under ASX Listing Rule 7.1.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press 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.
Share Purchase Plan
The Company is offering shareholders who were registered as a holder of Shares as at 4:00pm (AWST) on 1 December 2025 (Record Date) and whose registered address is in Australia or New Zealand (Eligible Shareholders) the opportunity to subscribe for a maximum of A$30,000 worth of fully paid ordinary shares in the Company (SPP Shares) at the Offer Price of A$1.70 per SPP Share (being the same price as the Institutional Placement), to raise up to A$5.0 million (before costs) under the SPP. The Company reserves the right to take oversubscriptions in accordance with the ASX Listing Rules and the Corporations Act.
The SPP Shares will be offered pursuant to the Prospectus, which will include further information in relation to the SPP, including the scale-back policy and other terms and conditions, and is expected to be released on ASX and dispatched to Eligible Shareholders on or around 9 December 2025. The SPP Shares will be issued under the Company's existing placement capacity under ASX Listing Rule 7.1.
Use of Funds
The net proceeds of the Equity Raising and SPP will be primarily used for expenditure at the Green Bay Copper-Gold Project including:
Development and early works (underground development and drilling platforms, surface early works and permitting)
Technical studies including upscaled mine options (Preliminary Economic Assessment/Scoping Study and Definitive Feasibility Study)
Underground drilling (includes resource growth, infill drilling and new discovery drilling)
Regional exploration drilling (new discovery targeting across the district)
General administrative and working capital flexibility (includes transaction costs)
Advisers
Canaccord Genuity is acting as Sole Lead Manager and Bookrunner to the Institutional Placement and block trade component of the Charity Flow-Through Placement. Euroz Hartleys Limited and Argonaut Securities Pty Ltd are acting as Co-Managers to the Institutional Placement.
BMO Capital Markets is acting as Sole Underwriter and Bookrunner to the Canadian Offering. RBC Capital Markets and Canaccord Genuity Corp. are acting as Co-Managers to the Canadian Offering.
Hamilton Locke is acting as Australian legal advisor to the Company and Osler, Hoskin & Harcourt LLP is acting as Canadian legal advisor to the Company.
Indicative Timetable
Key Event
Date
SPP Record Date (4:00pm AWST)
Monday, 1 December 2025
Announcement of Equity Raising and launch of Institutional Placement bookbuild
Tuesday, 2 December 2025
Announce completion of Institutional Placement bookbuild, exit trading halt and recommencement of trading
Thursday, 4 December 2025
Lodge Prospectus for SPP and Charity Flow-through Placement
Tuesday, 9 December 2025 (post-market close)
SPP opens
Wednesday, 10 December 2025
Settlement of Institutional Placement and Charity Flow-Through Placement and issue of New Shares under Charity Flow-Through Placement
Thursday, 11 December 2025
Issue of New Shares under Institutional Placement and commencement of normal trading of New Shares issued under Institutional PlacementLodge Final Short Form Prospectus for Canadian Offering
Friday, 12 December 2025
Issue of New Shares under Canadian Offering
Wednesday, 17 December 2025
Close of SPP
Wednesday, 31 December 2025
Issue of New Shares under SPP
Wednesday, 7 January 2026
The above timetable is indicative only and subject to change. The Company reserves the right to amend any or all of these dates and times without notice, subject to the Corporations Act, the ASX Listing Rules and other applicable laws.
ABOUT FIREFLY METALS
FireFly Metals Ltd ((ASX, TSX:FFM) is an emerging copper-gold company focused on advancing the high-grade Green Bay Copper-Gold Project in Newfoundland, Canada. The Green Bay Copper-Gold Project currently hosts a Mineral Resource prepared and disclosed in accordance with the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code 2012) and Canadian National Instrument 43-101 - Standards of Disclosure for Mineral Projects (NI 43-101) of 50.4Mt of Measured and Indicated Mineral Resources at 2.0% for 1,016Kt copper equivalent (CuEq) and 29.3Mt of Inferred Mineral Resources at 2.5% for 722Kt CuEq. The Company has a clear strategy to rapidly grow the copper-gold Mineral Resource to demonstrate a globally significant copper-gold asset.
FireFly holds a 70% interest in the high-grade Pickle Crow Gold Project in Ontario. The current Inferred Mineral Resource stands at 11.9Mt at 7.2g/t for 2.8Moz gold, with exceptional discovery potential on the 500km2 tenement holding.
The Company also holds a 90% interest in the Limestone Well Vanadium-Titanium Project in Western Australia.
For further information regarding FireFly Metals Ltd please visit the ASX platform (ASX: FFM) or the Company's website www.fireflymetals.com.au or SEDAR+ at www.sedarplus.ca.
This announcement has been prepared for publication in Australia ...
