Full Circle Lithium Announces Closing of C$4.5 Million Private Placement
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TORONTO, Sept. 05, 2025 (GLOBE NEWSWIRE) -- Full Circle Lithium Corp. (“FCL” or the “Company”) (TSXV: FCLI; OTCQB: FCLIF), a U.S.-based lithium products manufacturer, is pleased to announce the successful closing of its previously announced, non-brokered private placement (the “Offering”), which was upsized due to strong investor demand. The Offering raised total gross proceeds of C$4,500,000, enabling FCL to accelerate its transition into full-scale growth mode.
The Offering consisted of 22,500,000 units (the “Units”) at a price of C$0.20 per Unit. Each Unit comprises one 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 acquire one additional common share at a price of C$0.30 for a period of 24 months from the September 5, 2025 (the “Closing Date”), subject to acceleration in the event the Company’s shares trade at or above C$0.80 for 20 consecutive trading days.
The Offering was led by PowerOne Capital Markets Limited acting as Lead Finder and was completed pursuant to the listed issuer financing exemption under National Instrument 45-106 – Prospectus Exemptions, allowing for freely tradeable shares in Canada. In connection with the Offering, the Company paid cash finder’s fees of approximately $150,290 and issued 751,450 finder warrants (the “Finder Warrants”) to certain arm’s length finders. Each Finder Warrant will entitle the holder to purchase one Unit at a price of $0.20 for a period of twenty-four months following the Closing Date.
With the Offering now closed, FCL is fully funded to execute on its strategic plan, including:
- Advancing product development of FCL-X™, the Company’s innovative lithium-ion battery fire-extinguishing agent;
- Securing intellectual property rights and patents;
- Launching retail dedicated products;
- Developing a dedicated training centre for fire response personnel; and
- Supporting working capital requirements for expanded operations.
"The overwhelming response to our Offering underscores investor confidence in our vision and technology. With a strengthened balance sheet, we are now ideally positioned to accelerate commercialization efforts and scale our operations,” said Carlos Vicens, CEO & Director of Full Circle Lithium. "We thank our new and existing shareholders, and our dedicated staff, for their continued support as we move into a new phase of growth. "
Certain insiders of the Company (collectively, the “Insiders”) subscribed to the Offering for an aggregate of 450,000 Units. This issuance of Units to the Insiders constitutes a “related party transaction” as such term is defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on an exemption from the formal valuation and minority shareholder approval requirements provided under MI 61-101 pursuant to section 5.5(a) and section 5.7(a) of MI 61-101, on the basis that the participation in the Offering by Insiders does not exceed 25% of the fair market value of the Company’s market capitalization. The 450,000 Units subscribed for by Insiders are subject to a four-month hold period in accordance with the policies of the TSX Venture Exchange.
Full details of the Offering are available in the amended and restated offering document filed under the Company’s profile on SEDAR+ and on its website at www.fullcirclelithium.com.
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.
About Full Circle Lithium Corp.
Full Circle Lithium Corp. is a U.S.-based lithium products manufacturer focused on sustainable solutions for the lithium and battery safety sector. Its flagship innovation, FCL-X™, is a proprietary, non-hazardous, water-based fire-extinguishing agent designed specifically to combat the growing threat of lithium-ion battery fires. Backed by a world-class technical team, FCL is committed to delivering safe, effective, and environmentally responsible fire mitigation technologies.
For more information:
Carlos Vicens – CEO & Director
Email: ir@fullcirclelithium.com
Phone: +1.416.977.3832
Cautionary Statement
Neither TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.
This news release contains forward-looking statements within the meaning of securities legislation in the Canada and which are based on the expectations, estimates and projections of management of the parties as of the date of this news release unless otherwise stated. Forward-looking statements are generally identifiable by use of the words "expect ", "anticipate ", "continue ", "estimate ", "objective ", "ongoing ", "may ", "will ", "project ", "should ", “could”, "believe ", "plans ", "intends " or the negative of these words or other variations on these words or comparable terminology. More particularly, and without limitation, this news release contains forward-looking statements and information concerning the use of proceeds from the Offering, the Company’s strategic plan, expectations on the effectiveness of the marketing and sales ofFCL-X™through distribution agreements, the viability, effectiveness, safety and additional commercialization related toFCL-X™ which is at an early stage of commercialization (which is very difficult for a start-up venture like FCL as there are much larger and better capitalized established companies that can potentially quickly enter the lithium-ion battery fire-fighting market and create strong competition against FCL), on receiving patent protection forFCL-X™ and related inventions and processes, the ability of FCL, a start-up venture, to successfully commercialize itsFCL-X™ including ramping-up production of the agent to meet potential demand, continue raising capital, upgrading and refurbishing its plant, and sourcing feedstock for this and its other lines of business. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, the uncertainties and risk factors related to the technical elements in a processing and refining business, loss of key technical and other staff, lithium price fluctuations, the battery fire-extinguishing agent functioning as expected to meet safety requirements and fire-fighting related government regulations and potential client product specifications, and applicable environmental requirements and issues – see additional risks described in FCL’s public filings. Actual results, developments and timetables could vary significantly from the estimates presented. Readers are cautioned not to put undue reliance on forward-looking statements. FCL disclaims any intent or obligation to update publicly such forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law. Additionally, FCL undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of FCL, its financial or operating results or its securities.
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