Avalon Superior Supplies Inc. (TSX: AVL) (OTCQB: AVLNF) (“Avalon” or the “Firm”)Â is happy to announce that it has filed an amended and restated providing doc underneath the listed issuer financing exemption (the “Amended and Restated Providing Doc”) to increase on and make clear sure disclosure included in its beforehand disclosed providing doc underneath the listed issuer financing exemption dated October 14, 2025, together with however not restricted to, info referring to:
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the parts of the FT Items (as outlined under) that can qualify as “flow-through shares”;
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the interval throughout which warrants and dealer warrants issued underneath the Providing (as outlined under) might be exercised;
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the Firm’s inventory change listings; and
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the proceeds which may be obtainable to the Firm pursuant to the Providing.
As beforehand disclosed, and set forth within the Amended and Restated Providing Doc, the Firm has entered into an settlement with Canaccord Genuity Corp. (“Canaccord“), as lead agent and sole bookrunner, by itself behalf and on behalf of a syndicate of brokers (collectively, the “Brokers“), in reference to a brokered personal placement underneath the Listed Issuer Financing Exemption of as much as: (i) as much as 154,545,455 models of the Firm (every a “Non-FT Unit“) at a worth of $0.11 per Unit (the “Non-FT Providing Worth“) for gross proceeds of as much as roughly $17,000,000 (the “Non-FT Providing“); and (ii) as much as 30,769,231 flow-through models of the Firm (every a “FT Unit“, and along with the Non-FT Items, the “Items“) at a worth of $0.13 per Unit for gross proceeds of as much as roughly $4,000,000 (the “FT Providing“, and along with the Non-FT Providing, the “Providing“).
The phrases of the Providing additionally included an choice granted to the Brokers promote as much as 27,272,727 further Non-FT Items on the Non-FT Providing Worth to boost further gross proceeds of as much as roughly $3,000,000 (the “Brokers’ Possibility“). The Brokers’ Possibility is exercisable in complete or partly, at any time to 48 hours previous to the closing of the Providing (the “Closing Date”).
The Providing helps Avalon’s technique to advance its uncommon earth and lithium belongings and play a significant position in strengthening the inspiration of a resilient North American crucial minerals provide chain.
Phrases of the Providing
As beforehand disclosed, Every Non-FT Unit shall be comprised of (i) one frequent share of the Firm (every a “Frequent Share“) and (ii) one frequent share buy warrant of the Firm (every a “Warrant“). Every FT Unit will encompass (i) one Frequent Share, every of which is able to qualify as a “flow-through share” inside the that means of subsection 66(15) of the Earnings Tax Act (Canada) (the “Tax Act“), and (ii) one Warrant, every of which is able to qualify as a “flow-through share” inside the that means of subsection 66(15) of the Tax Act. Every Warrant will entitle the holder to amass one Frequent Share (every, a “Warrant Share“) at an train worth of $0.17 per Warrant Share for a interval of 36 months from the Closing Date.
Topic to compliance with relevant regulatory necessities and in accordance with Nationwide Instrument 45-106 – Prospectus Exemptions (“NI 45-106”), the Items are being provided on the market to purchasers resident in Canada and/or different qualifying jurisdictions pursuant to the listed issuer financing exemption underneath Half 5A of NI 45-106 (the “Listed Issuer Financing Exemption”) Because the Providing is being accomplished pursuant to the Listed Issuer Financing Exemption, the securities issued pursuant to the Providing is not going to be topic to a maintain interval pursuant to relevant Canadian securities legal guidelines. There may be an providing doc associated to the Providing that may be accessed underneath the Firm’s issuer profile on SEDAR+ at www.sedarplus.ca and on the Firm’s web site at avalonadvancedmaterials.com. Potential traders ought to learn the providing doc earlier than investing determination.
Any securities issued underneath different exemptions from the prospectus necessities might be topic to a statutory maintain interval of 4 months and someday following issuance, as required by relevant securities legal guidelines.
Use of Proceeds
As set out within the Amended and Restated Providing Doc, the online proceeds of the Providing are anticipated for use to fund, amongst different issues:
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The preparation of an up to date feasibility research for the Nechalacho Uncommon Earths & Zirconium venture to advance venture readiness and assist ongoing strategic partnership discussions;
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The preparation of a feasibility research associated to the Firm’s deliberate Thunder Bay lithium refinery to advance venture readiness and assist ongoing strategic partnership discussions;
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The reimbursement of excellent convertible notes; and
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Working capital and common company functions.
In consideration for the providers offered to the Firm in reference to the Providing, the Brokers might be entitled to obtain a money fee equal to six.0% of the gross proceeds raised underneath the Providing and such variety of dealer warrants (“Dealer Warrants“) as is the same as 6.0% of the variety of Items bought underneath the Providing. Every Dealer Warrant will entitle the holder thereof to amass one frequent share of the Firm (a “Dealer Warrant Share“) at a worth of $0.11 per Dealer Warrant Share for a interval starting 61 days after the Closing Date and ending 36 months following the Closing Date.
The Providing is predicted to shut on or about October 24, 2025 and is topic to sure customary situations together with receipt of all needed regulatory approvals, together with closing acceptance by the Toronto Inventory Change.
About Avalon Superior Supplies Inc.
Avalon Superior Supplies Inc. is a Canadian crucial minerals firm advancing the availability of supplies important for Canada’s future. The Firm is concentrated on creating strategic belongings that assist safe, home provide chains and long-term financial development. Avalon is advancing the Nechalacho Uncommon Earth Components and Zirconium Venture within the Northwest Territories, which incorporates all mild and heavy uncommon earth components, in addition to yttrium, zirconium, tantalum, and niobium—crucial minerals utilized in superior applied sciences throughout the communications, protection, clear tech, and power sectors. The Firm can also be targeted on vertically integrating the Ontario lithium provide chain via the event of Lake Superior Lithium Inc., Ontario’s first midstream lithium hydroxide processing facility, positioned in Thunder Bay. This facility will function a significant hyperlink between northern Ontario’s lithium sources and the rising EV battery manufacturing base in southern Ontario and North America. By a three way partnership with SCR Sibelco NV, Avalon is advancing the Separation Rapids Lithium Venture close to Kenora, Ontario, in addition to persevering with exploration at its Snowbank lithium and Lilypad lithium-cesium deposits.
Cautionary Assertion Concerning Ahead-Wanting Data
This information launch incorporates “forward-looking info” inside the that means of relevant Canadian securities laws. Usually, forward-looking info might be recognized by way of forward-looking terminology equivalent to “add” or “further”, “advancing”, “anticipates” or “doesn’t anticipate”, “seems”, “believes”, “might be”, “conceptual”, “confidence”, “proceed”, “convert” or “conversion”, “ship”, “demonstrating”, “estimates”, “encouraging”, “increase” or “increasing” or “enlargement”, “count on” or “expectations”, “forecasts”, “ahead”, “aim”, “improves”, “improve”, “intends”, “justification”, “plans”, “potential” or “doubtlessly”, “promise”, “potential”, “prioritize”, “displays”, “sturdy”, “scheduled”, “suggesting”, “assist”, “top-tier”, “updating”, “upside”, “might be” or “will contemplate”, “work in direction of”, or variations of such phrases and phrases or state that sure actions, occasions or outcomes “might”, “may”, “would”, “would possibly”, or “might be taken”, “happen”, or “be achieved”. Ahead-looking info is topic to identified and unknown dangers, uncertainties and different components that will trigger the precise outcomes, degree of exercise, efficiency or achievements of the Firm to be materially totally different from these expressed or implied by such forward-looking info, together with these threat components mentioned or referred to within the annual info type of the Firm dated November 28, 2024 (the “AIF”) underneath the heading “Description of the Enterprise – Threat Components”. Ahead-looking info is predicated on the affordable assumptions, estimates, evaluation and opinions of administration made in mild of its expertise and notion of developments, present situations and anticipated developments, in addition to different components that administration believes to be related and affordable within the circumstances on the date that such statements are made, however which can show to be incorrect. Though the Firm believes that the assumptions and expectations mirrored in such forward-looking info are affordable, undue reliance shouldn’t be positioned on forward-looking info as a result of the Firm may give no assurance that such expectations will show to be right. Though the Firm has tried to determine vital components that would trigger precise outcomes to vary materially from these contained in forward-looking info, there could also be different components that trigger outcomes to not be as anticipated, estimated or meant. There might be no assurance that such info will show to be correct, as precise outcomes and future occasions may differ materially from these anticipated in such info. Accordingly, readers shouldn’t place undue reliance on forward-looking info. The Firm doesn’t undertake to replace any forward-looking info, besides in accordance with relevant securities legal guidelines.
This information launch isn’t a suggestion of securities on the market in america. The securities haven’t been and won’t be registered underneath the US Securities Act of 1933, as amended (the “US Securities Act”), and might not be provided or bought in america or to US individuals (as outlined in Regulation S underneath the US Securities Act) absent registration or an relevant exemption from registration.
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