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VANCOUVER, British Columbia, Nov. 14, 2025 (GLOBE NEWSWIRE) — Brixton Metals Corporation (TSX-V: BBB, OTCQB: BBBXF) (the “Company” or “Brixton”) is pleased to announce a non-brokered private placement offering (the “Offering”) of any combination of National Flow-Through Units (“FT Units”) at a price of $0.08 per FT Unit, Critical Mineral Flow-Through Units (the “CMFT Units”) at a price of $0.085 per CMFT Unit, and non-flow through units (the “NFT Units”) at a price of $0.07 per NFT Unit, for combined gross proceeds of up to $18 million (it is currently anticipated that the gross proceeds of the NFT Units will be up to $12,000,000). Each of the FT Units, CMFT Units and NFT Units (together, the “Units”) consists of a National Flow-Through Share, Critical Mineral Flow-Through Share and non-flow through Common Share, respectively, and each of the Units also comprises one warrant (a “Warrant”). Each Warrant entitles the holder to acquire an additional non-flow-through Common Share of the Company at a per share price of $0.10 for a period of three years from the date of issuance.
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Chairman, CEO, Gary R. Thompson stated, “I would like to thank the strong support from existing shareholders that we have received and we are happy to welcome a new strategic investor to the list of well-known mining investors to the Company register.”
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Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”), the Common Shares and Warrants comprising the NFT Units, issuable under the Offering will be offered for sale to purchasers resident in Canada, except Québec (the “Purchasers”) pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 (the “Listed Issuer Financing Exemption”). Because the offering of the NFT Units is being completed pursuant to the Listed Issuer Financing Exemption, the securities issued to Canadian resident subscribers for the non-flow-through Common Shares and Warrants underlying the NFT Units will not be subject to a hold period pursuant to applicable Canadian securities laws.
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There is an offering document related to the offering of the NFT Units that can be accessed under the Company’s profile at www.sedarplus.com, and on the Company’s website at https://brixtonmetals.com/offering-document/. The Purchasers will have the benefit of the offering document and the rights provided under the Listed Issuer Financing Exemption. Prospective investors should read this offering document before making an investment decision.
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The securities issued to the other subscribers for the FT Units and CMFT Units will be subject to a hold period of four months and one day pursuant to applicable Canadian securities laws.
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The proceeds raised from the sale of the NFT Units will be used by the Company for general corporate purposes. Proceeds from the sale of FT Units will be used to incur “Canadian exploration expenses” and “flow through mining expenditures” as defined in the Income Tax Act (Canada). The gross proceeds from the CMFT Units will be used to incur “flow-through critical mineral mining expenditures” as defined in subsection 127(9) of the Act. Exploration expenditures are mainly for drilling at the Thorn Copper-Gold Project in British Columbia and the Langis Silver-Cobalt Project in Ontario.
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Finder’s fees in amounts to be determined may be payable to persons who introduce the Company to subscribers to the Offering. Insiders of the Company may participate in the Offering. The Offering is subject to acceptance by the TSX Venture Exchange.
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On Behalf of the Board of Directors
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Mr. Gary R. Thompson, Chairman and CEO
[email protected]
English (US)