First Canadian Graphite Inc. Announces Closing Financing - $2,768,100.00
Montreal - First Canadian Graphite Inc. (the "Company") (TSX-V: FCI | Frankfurt: BK2) is pleased to announce that further to its release dated January 26, 2026, it has closed its private placement offering as to 9,227,000 units at $0.30 for gross proceeds of $2,768,100 (oversubscribed as to $168,100). Each unit shall be comprised of one common share and one-half warrant. Each whole warrant will entitle the holder to purchase one common share exercisable at $0.50 for two years. The gross proceeds from the financing will be for general working capital and an exploration and drill program on the Company's Berkwood Graphite Project located in northern Quebec. The Company will update shareholders as progress evolves. While the Company intends to spend the proceeds from the financing as stated above, there may be circumstances where, for sound business reasons, funds may be reallocated at the discretion of the Board.
Three insiders of the Company subscribed for an aggregate of 270,000 Units. As such, this participation constitutes a "related party transaction" as defined under Multilateral Instrument 61- 101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, as neither the fair market value of the Units acquired by the insider nor the consideration for the Units paid by such insider exceeds 25% of the Company's market capitalization. The Company did not file a material change report 21 days prior to the closing date of this private placement as details of the respective participation of such insiders in the Offering was unknown at such time. In addition, a new insider position was created through the participation in the private placement wherein the investor subscribed for 750,000 Units.
Finder fee's of $38,802.02 cash and 125,440 finder warrants, exerciseable at $0.50 for two years has agreed to be paid/issued.
The Company will apply to the TSX Venture Exchange for approval to close the financing, as over-subscribed, and issue the securities. The securities to be issued under this financing will be subject to a hold period ending on the date that is four months plus one day following the date of issuance in accordance with applicable securities laws, and if applicable, will be subject to U.S. resale restrictions under U.S. securities laws.
The securities to be sold in the financing have not been registered under the U.S. Securities Act of 1933, as amended ("U.S. Securities Act"), or any state or other applicable jurisdiction's securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state or other jurisdictions' securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any offer, solicitation, or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About the Company: First Canadian Graphite is managed by a team with over 150 years collectively with a proven track record of not just finding numerous mines but building and operating them too. The Company's management team's most recent success is discovering the Berkwood graphite resource in Northern Quebec. The Company owns this asset 100 percent, and the Company's shareholders will benefit from this asset as the demand for Graphite for electric vehicles increases significantly.
On Behalf of the Board of Directors
First Canadian Graphite lnc.
Signed: "Thomas Yingling"
Thomas Yingling,
President, CEO & Director
2200 - 1250 Rene Levesque Blvd. Montreal, QC, H3B 4W8
Phone: (438) 469-0705
#1100 - 1111 Melville Street, Vancouver, BC, V6E 3V6
Phone: (604) 343-7740
FOR MORE INFORMATION, PLEASE CONTACT:
info@firstcanadiangrahite.com or 1-604-343-7740
Website: www.firstcanadiangraphite.com
Disclaimer for Forward-Looking Information: Certain statements in this document which are not purely historical are forward-looking statements, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Forward looking statements in this news release include that the Company will carry out the drill program described in this news release, conduct the Offering and expend funds on Berkwood Graphite Project exploration. It is important to note that the Company's actual business outcomes and exploration results could differ materially from those in such forward-looking statements. Risks and uncertainties include that further permits may not be granted timely or at all; the mineral claims may prove to be unworthy of further expenditure; there may not be an economic mineral resource; methods we thought would be effective may not prove to be in practice or on our claims; economic, competitive, governmental, environmental and technological factors may affect the Company's operations, markets, products and prices; our specific plans and timing drilling, field work and other plans may change; we may not have access to or be able to develop any minerals because of cost factors, type of terrain, or availability of equipment and technology; and we may also not raise sufficient funds to carry out our plans. Additional risk factors are discussed in the section entitled "Risk Factors" in the Company's Management Discussion and Analysis for its recently completed fiscal period, which is available under Company's SEDAR profile at www.sedar.com. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. These forward-looking statements reflect management's current views and are based on certain expectations, estimates and assumptions, which may prove to be incorrect. Except as required by law, we will not update these forward-looking statement risk factors.
Neither 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 News Release.
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