Announcement • May 22
Visionary Metals Corp. announced that it expects to receive CAD 7.145 million in funding from Teck Resources Limited and other investors Visionary Metals Corp. announced a private placement to issue 19,785,812 units at an issue price of CAD 0.24 for gross proceeds of CAD 4,748,594.88 and a concurrent non-brokered private placement to issue 9,985,021 units at an issue price of CAD 0.24 for gross proceeds of CAD 2,396,405.04 for aggregate proceeds of CAD 7,144,999.92 on May 21, 2026. The transaction includes participation from returning lead investor, Teck Resources Limited for proceeds of CAD 1,200,000. It is anticipated that insiders of the company may participate in the offering and such units issued to insiders will be subject to a four-month hold period pursuant to applicable policies of the TSX-V. Each unit will consist of one common share of the company; and one-half of one common share purchase warrant, with each warrant entitling the holder to acquire one share at a price of CAD 0.36 for a period of 36 months from 60 days following the closing date. The units issued pursuant to the concurrent private placement may be offered to purchasers that are a resident in Canada pursuant to applicable prospectus exemptions and may also be offered in the United States and other jurisdictions pursuant to available exemptions. Any securities issued under the concurrent private placement to purchasers resident in Canada will be subject to a four-month-and-one-day hold period in accordance with applicable Canadian securities laws. It is anticipated that closing of the offering will take place on or about June 10, 2026, or such other date(s) as may be determined by the company. Closing of the offering is subject to certain conditions, including, but not limited to, receipt of all necessary approvals, including the approval of the TSX-V. As consideration for services provided by certain finders, the company may pay a cash fee equal to up to 7% of the gross proceeds of the LIFE offering from investors introduced to the company by a finder; and non-transferable share purchase warrants equal to up to 7% of the aggregate number of units issued to those investors. Each finder's warrant will entitle the holder to purchase one share at a price of CAD 0.24 per share for a 36-month period from their date of issuance. As of the date hereof, Teck holds 17,392,193 shares, representing approximately 9.9% of the company's shares. Upon completion of the corporate restructuring and closing of the offering (and assuming the completion of the maximum offering amount under the Life offering and the concurrent private placement), Teck will beneficially own, directly or indirectly, or exercise control or direction over, 9,348,048 shares, representing approximately 14% of the issued and outstanding shares on a non-diluted basis. New Risk • May 03
New major risk - Market cap size The company's market capitalization is less than US$10m. Market cap: CA$12.3m (US$9.05m) This is considered a major risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-CA$693k free cash flow). Revenue is less than US$1m. Market cap is less than US$10m (CA$12.3m market cap, or US$9.05m). Board Change • Apr 02
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 8 experienced directors. 2 highly experienced directors. Independent Director David Miller was the last director to join the board, commencing their role in 2023. The following issues are considered to be risks according to the Simply Wall St Risk Model: Insufficient board refreshment.