Phoenix Metals closes upsized initial public offering
Key facts
- C$43M Bought deal
- C$1.25/unit
- Jul 9 close
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES VANCOUVER, BC / ACCESS Newswire / July 9, 2026 / Phoenix Metals Corp. (TSX:PCA) (" Phoenix " or the " Company ") is pleased to announce that it has closed its previously announced, upsized initial public offering (the " Offering ") of 34,000,000 Class A common shares (the " Common Shares ") of the Company at a price of $1.25 per Common Share (the " Offering Price "), for total gross proceeds of $42,500,000. The Offering was conducted through a syndicate of underwriters co-led by Canaccord Genuity Corp. and National Bank Financial Inc., as joint-lead managers and joint bookrunners, and including Haywood Securities Inc. and RBC Dominion Securities Inc. (collectively, the " Underwriters "). In connection with the Offering, the Company granted the Underwriters an over-allotment option (the " Over-Allotment Option "), exercisable in whole or in part at any time up to 30 days following closing of the Offering, to purchase up to an additional 5,100,000 Common Shares at the Offering Price to cover over-allotments, if any, and for market stabilization purposes.
The Over-Allotment Option remains unexercised as of the date of this press release. If the Over-Allotment Option is exercised in full, the Offering would raise aggregate gross proceeds of $48,875,000. The Common Shares of the Company are listed on the Toronto Stock Exchange under the symbol "PCA".
The Offering was completed pursuant to Phoenix's supplemented PREP prospectus dated July 2, 2026 (the " Supplemented Prospectus "), filed with the securities regulatory authorities in each of the provinces of Canada, except Québec, a copy of which is available under the Company's profile on SEDAR+ at www.sedarplus.ca . Certain insiders of the Company subscribed for an aggregate of 3,156,000 Common Shares under the Offering, which constituted a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (" MI 61-101 "). The Company relied on exemptions from the formal valuation requirements of MI 61-101 pursuant to section 5.5(a) and the minority shareholder approval requirements of MI 61-101 pursuant to section 5.7(1)(a) in respect of such insider participation, as the fair market value of the transaction involving interested parties did not exceed 25% of the Company's market capitalization.
The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the Offering, which the Company deems reasonable in the circumstances, as the insider participation had not been confirmed at that time and the Company wished to close the Offering in an expeditious manner. No securities regulatory authority has reviewed or approved the contents of this press release. This press release does not constitute an offer to sell or the solicitation of an offer to buy any of these securities in any jurisdiction in which the offering, solicitation or sale is not permitted.
The Common Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act "), or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the "United States" (as defined in Regulation S under the U.S. Securities Act), unless exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws are available. Unless otherwise indicated, all references to dollar amounts in this press release are to Canadian dollars. About Phoenix Metals Corp. Phoenix Metals Corp. is a Canadian mineral exploration company focused on the exploration and development of gold-copper deposits in south-central British Columbia.