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Northwest Copper ("NorthWest" or the "Company") (TSX-V: NWST) announces that it has received indicative orders in excess of $10 million in connection with the brokered "best-efforts" financing announced on April 13, 2026 (the "Offering"), with Stifel Nicolaus Canada Inc. ("Stifel Canada") and Canaccord Genuity (together with Stifel Canada, the "Agents").
Based on the expressions of interest, particularly for the flow-through shares, the Company has updated the terms of the flow through portion of the Offering, with the Offering now consisting of the following securities ("Offered Securities"):
- Hard dollar units (the "HD Units") will be sold at a price of $0.35 per HD Unit, with a minimum total amount of $3 million,
- Charity flow-through units (the "CFT Units") will be sold at a price of $0.515 per CFT Unit, and
- Flow-through units (the "FT Units") will be sold at a price of $0.41 per FT Unit.
The final number of HD Units, CFT Units and FT Units will be finalized by the Agent based on allocations of indicative orders and demand. Each HD Unit, CFT Unit and FT Unit will consist of one common share ("Common Share") of the Company and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.45 for a period of 24 months following closing of the Offering.
The Agents continue to maintain an option to sell up to an additional 15% of the aggregate amount of the Offered Securities (the "Agents' Option"), on the same terms and conditions of the Offering. The Agents' Option will be exercisable, in whole or in part to offer additional Hard Dollar Units, FT Units or Charity FT Units in any combination, at any time up until 48 hours prior to the closing of the Offering. Assuming $11.5 million, including the full exercise of the Agents' Option of $1.5 million, is comprised of HD Units, the maximum number of Common Shares and Warrants that could be issued is 32,857,142 Common Shares and 16,428,571 Warrants.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
Atrium Research:
The Company also announces that it has engaged the services of Atrium Research Corporation ("Atrium"), a leading company sponsored research firm, based out of Toronto, Ontario. Atrium will deliver a range of research services to the Company based on based on publicly available information, industry data, and discussions with management to present the investment case to potential investors.
In exchange for its research services, Atrium will receive cash compensation in the amount of $12,000 per quarter. The services will be provided for an initial 12-month term effective March 1, 2026, and may be extended on a quarter-to-quarter basis at $12,000 per quarter, unless terminated. No shares or options are issuable to Atrium or its insiders as part of this engagement. This engagement is subject to TSXV approval.
Atrium, its insiders and the Company are arm's-length parties. Atrium and its insiders have no present interest, directly or indirectly, in the Company or its securities, and no right or intent to acquire such an interest.
Atrium Research provides institutional quality company sponsored research on public equities in North America. Its investment philosophy takes a 3-5 year view on equities currently being overlooked by the market. Its research process emphasizes understanding the key performance metrics for each specific company, trustworthy management teams, and an in-depth valuation analysis. Atrium Research is wholly owned and operated by its Co-Founders, Ben Pirie and Nicholas Cortellucci.
About Northwest Copper:
NorthWest is a copper-gold exploration and development company with a pipeline of advanced and early-stage projects in British Columbia, including Kwanika-Stardust, Lorraine-Top Cat and East Niv. With a robust portfolio in an established mining jurisdiction, NorthWest is well positioned to participate fully in strengthening global copper and gold markets. The Company is committed to responsible mineral exploration, working collaboratively with First Nations to help ensure future development incorporates stewardship best practices and respects traditional land use. Additional information can be found on the Company's website at www.northwestcopper.ca .
On Behalf of Northwest Copper Corp.
"Paul Olmsted"
CEO, Northwest Copper
Neither the TSXV 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.
Cautionary Statement Regarding Forward-Looking Information
This news release contains "forward-looking information" within the meaning of applicable securities laws. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussion with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often, but not always using phrases such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to statements with respect to; plans and intentions of the Company; proposed exploration and development of NorthWest's exploration property interests; the Company's ability to finance future operations; mine plans; magnitude or quality of mineral deposits; the development, operational and economic results of current and future potential economic studies; the Company's goals for 2026; geological interpretations; the estimation of Mineral Resources; anticipated advancement of mineral properties or programs; future exploration prospects; the completion and timing of technical reports; future growth potential of NorthWest; and future development plans.
All statements, other than statements of historical fact, included herein, constitutes forward-looking information. Although NorthWest believes that the expectations reflected in such forward-looking information and/or information are reasonable, undue reliance should not be placed on forward-looking information since NorthWest can give no assurance that such expectations will prove to be correct. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information, including the risks, uncertainties and other factors identified in NorthWest's periodic filings with Canadian securities regulators. Forward-looking information are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking information. Important factors that could cause actual results to differ materially from NorthWest's expectations include risks associated with the business of NorthWest; risks related to reliance on technical information provided by NorthWest; risks related to exploration and potential development of the Company's mineral properties; business and economic conditions in the mining industry generally; fluctuations in commodity prices and currency exchange rates; uncertainties relating to interpretation of drill results and the geology, continuity and grade of mineral deposits; the need for cooperation of government agencies and First Nation groups in the exploration and development of properties and the issuance of required permits; the need to obtain additional financing to develop properties and uncertainty as to the availability and terms of future financing; the possibility of delay in exploration or development programs and uncertainty of meeting anticipated program milestones; uncertainty as to timely availability of permits and other governmental approvals; and other risk factors as detailed from time to time and additional risks identified in NorthWest's filings with Canadian securities regulators on SEDAR+ in Canada (available at www.sedarplus.com).
Forward-looking information is based on estimates and opinions of management at the date the information is made. NorthWest does not undertake any obligation to update forward-looking information except as required by applicable securities laws. Investors should not place undue reliance on forward-looking information.
SOURCE Northwest Copper Corp.
View original content: http://www.newswire.ca/en/releases/archive/April2026/20/c1405.html
