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Enerev5 Metals Inc. Announces Completion of Securities-for-Debt Transaction
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Toronto, Ontario – TheNewswire - June 15, 2026 – Enerev5 Metals Inc. (TSX-V: ENEV) (“Enerev5” or the “Company”) announces that, further to its news release of January 22, 2026, it has completed a securities-for-debt transaction (the “Transaction”), pursuant to which it has settled $200,920 in liabilities through the issuance of 10,175,923 common shares in the capital of the Company (“Shares”) at a price of $0.01 per Share and 9,537,000 units (“Units”) at a price of $0.01 per Unit. Each Unit consisted of one Share and one Share purchase warrant (the “Warrant”), with each Warrant entitling the holder to acquire one Share at an exercise price of $0.05 per Warrant for a period of five years following the date of issuance. The purpose of the Transaction was to preserve cash.
Completion of the Transaction is subject to customary closing conditions, including the receipt of all necessary approvals including that of the TSX Venture Exchange (“TSXV”). All securities issued and issuable will be subject to a statutory hold period of four months and one day, in accordance with applicable Canadian securities laws.
Errol Farr, a director, the CEO, and CFO of the Company settled $70,000 of debt as part of the Transaction, and Michael Cachia, a director of the Company, (together with Mr. Farr, the “Insiders”) settled $33,750 of debt as part of the Transaction. The Insiders are Non-Arm’s Length Parties (as that term is defined in the policies of the TSXV) and in accordance with the policies of the TSXV, they received only Shares in connection with the settlement of their debt. In addition, their participation in the Transaction constitutes "related party transactions" of the Company for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on the exemptions from the formal valuation and minority approval requirements found in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of Transaction (as it relates to the Insiders’ participation) is not more than 25% of the Company's market capitalization.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this news release in the United States. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements.
About Enerev5 Metals Inc.
Enerev5 Metals Inc. (TSX-V: ENEV) is a Canadian exploration company focused on the identification and development of critical battery metals projects in stable, mining-friendly jurisdictions. The Company’s strategy is to build a portfolio of early-stage assets that have the potential to supply ethically-sourced metals essential to the global transition to clean energy. Enerev5 is currently advancing lithium exploration in northeastern Nevada and continues to evaluate additional opportunities in high-potential jurisdictions to support its long-term growth objectives.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information please contact:
Enerev5 Metals Inc.
Errol Farr, President and CEO
Email: efarr001@icloud.com
Tel: 647-296-1270
Forward-Looking Statements
This news release contains “forward-looking statements” or “forward-looking information” (collectively, “forward-looking statements”) within the meaning of applicable securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as of the date of this news release. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, identified by words or phrases such as “expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”, “estimates”, “assumes”, “intends”, “strategy”, “goals”, “objectives”, “forecasts”, “budget”, “schedule”, “potential”, “possible” or variations thereof or stating that certain actions, events, conditions or results “may”, “could”, “would”, “should”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements. Forward-looking statements include, but are not limited to, statements regarding: completion of the Transaction on the terms announced or at all, the use of proceeds from the Offering, the timing and content of upcoming work programs; geological interpretations; timing of the Company’s exploration programs; and estimates of market conditions.
Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those expressed or implied by forward-looking statements contained herein. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Certain important factors that could cause actual results, performance or achievements to differ materially from those in the forward-looking statements include, among others: general economic conditions in Canada and globally; industry conditions; governmental regulation of the mining industry, including environmental regulation; geological, technical and drilling problems; unanticipated operating events; competition for and/or inability to retain drilling rigs and other services; the availability of capital on acceptable terms; the need to obtain required approvals from regulatory authorities; stock market volatility; volatility in market prices for commodities; liabilities inherent in the mining industry; changes in tax laws and incentive programs relating to the mining industry; and those risks set out in the Company’s public documents filed on SEDAR+.. This list is not exhaustive of the factors that may affect the Company’s forward-looking statements. There may be other factors that could cause actual events or results to differ from those expressed or implied by forward-looking statements contained herein.
Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
/NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA OR THROUGH U.S. NEWSWIRE SERVICES
