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Phenom Resources Corp. (TSXV: PHNM,OTC:PHNMF) (FSE: 1PY0) ("Phenom" or the "Company") is pleased to announce that it has closed its previously announced non brokered private placement financing (the "Offering") and issued an aggregate of 5,000,000 units (the "Units") at a price of $0.25 per Unit, for total gross proceeds of $1,250,000.
Each Unit is comprised of one common share of the Company (a "Share") and one common share purchase warrant (a "Warrant"), with each Warrant entitling the holder thereof to acquire one additional Share at an exercise price of $0.35 per Share for a period of four years from the date of issuance.
The net proceeds from the Offering are expected to be used for work programs on the Company's exploration properties and for general working capital.
No insiders of the Company participated in the Offering. No finder's fees were paid in connection with the Offering.
The Offering was well supported by several existing shareholders who increased their ownership positions.
Following completion of the Offering:
- Rob McEwen through Evanachan Limited will own 5,388,236 common shares, representing approximately 4.4% of the Company's issued and outstanding common shares;
- Bob Kopple through KF Business Ventures LP will own 7,752,000 common shares, representing approximately 6.3%; and
- Eric Muschinski through Phenom Ventures LLC will own 8,700,000 common shares, representing approximately 7.1%.
The Company has been advised that Evanachan Limited, KF Business Ventures LP and Phenom Ventures LLC are not acting jointly or in concert.
All securities issued under the Offering are subject to a statutory hold period expiring June 27, 2026, in accordance with applicable securities laws and the policies of the TSX Venture Exchange (the "TSXV"). The Offering remains subject to final approval of the TSXV.
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 of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.
In addition, the Company announces that it has granted an aggregate of 1,650,000 stock options (the "Options") to certain directors, officers and consultants of the Company pursuant to its omnibus equity incentive plan. Each Option is exercisable to acquire one common share of the Company (an "Option Share") at an exercise price of $0.275 per Option Share for a period of five years from the date of grant, being February 25, 2026. The Options vest in full on the date of grant.
The Options were granted in accordance with the terms of the Company's omnibus equity incentive plan and the policies of the TSXV. Any Option Shares issued upon exercise of the Options will be subject to a four month hold period from the date of grant in accordance with the policies of the TSXV and applicable securities laws. The grant of the Options remains subject to acceptance by the TSXV.
About Phenom Resources Corp.
Phenom has 100% interest in the Carlin Gold-Vanadium Project, located six miles south from the town of Carlin, Nevada, and Highway I-80 in Elko County, which hosts the Carlin Vanadium deposit, North America's largest highest grade primary vanadium resource. The Company has options on three gold projects in Nevada - the Dobbin and King Solomon Properties, which are Carlin Gold-type targets, and the Crescent Valley Property, a Bonanza high grade gold vein-type target.
ON BEHALF OF Phenom Resources Corp.
per: "Paul Cowley" CEO & President
(604) 340-7711 pcowley@phenomresources.com www.phenomresources.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-looking information
Certain statements in this news release constitute "forward-looking" statements. These statements relate to future events or the Company's future performance and include, but is not limited to, statements regarding the intended use of proceeds of the Offering, including funding work programs on the Company's exploration properties and for general working capital purposes, the receipt of final approval of the TSX Venture Exchange, and other statements that are not historical facts. All such statements involve substantial known and unknown risks, uncertainties and other factors which may cause the actual results to vary from those expressed or implied by such forward-looking statements. Forward-looking statements involve significant risks and uncertainties, they should not be read as guarantees of future performance or results, and they will not necessarily be accurate indications of whether or not such results will be achieved. Actual results could differ materially from those anticipated due to a number of factors and risks. Although the forward-looking statements contained in this news release are based upon what management of the Company believes are reasonable assumptions on the date of this news release, the Company cannot assure investors that actual results will be consistent with these forward-looking statements. Readers should not place undue reliance on forward-looking statements. The forward-looking statements contained in this press release are made as of the date hereof and 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 under applicable securities regulations.
Not for distribution to United States newswire services or for dissemination in the United States.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/285525
