Vancouver, British Columbia--(Newsfile Corp. - May 26, 2026) - Inomin Mines Inc. (TSXV: MINE) ("Inomin" or the "Company") is pleased to announce a non-brokered private placement (the "LIFE Offering") to raise a minimum of $500,000 through the issuance of 4,761,905 units (each, a "Unit") of the Company at a price of $0.105 per Unit (the "Offering Price") pursuant to the Listed Issuer Financing Exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions ("NI 45-106" and such exemption, the "Listed Issuer Financing Exemption"). The Company reserves the option, at its sole discretion, to increase the size of the LIFE Offering to up to 6,666,666 Units for aggregate proceeds to the Company of $700,000. Each Unit will consist of (i) one common share of the Company (a "Share") and (ii) one Share purchase warrant (a "Warrant"). Each Warrant will be exercisable for a period of 24 months (the "Exercise Period") from the Closing Date (as defined herein) and will entitle the holder thereof to purchase one additional common share (a "Warrant Share") prior to the expiry of the Exercise Period at an exercise price of $0.14 per Warrant Share, subject to exercise by the Company of its Acceleration Right (as defined herein) in respect of the Warrants.
The Company intends to use the proceeds from the LIFE Offering to support business development initiatives, complete due diligence on potential acquisition targets, investor relations activities, as well as for general corporate purposes.
Subject to compliance with applicable regulatory requirements and in accordance with NI 45-106, the Units sold pursuant to the LIFE Offering will be offered in all Provinces of Canada except Québec pursuant to the Listed Issuer Financing Exemption. Subject to the rules and policies of the TSX Venture Exchange (the "TSXV"), the securities issuable from the sale of Units to Canadian resident subscribers will not be subject to a hold period under applicable Canadian securities laws. Insiders and certain consultants that participate in the LIFE Offering would be subject to an Exchange Hold Period (as such term is defined in the TSXV Policies) of four months and a day in respect of securities issued.
There is an offering document related to the LIFE Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at https://inominmines.com/. Prospective investors should read this offering document before making an investment decision.
It is expected that closing of the LIFE Offering will take place on or about June 1, 2026, or such other date(s) as may be determined the Company (the "Closing Date"). Closing of the LIFE Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals, including the approval of the TSXV.
During the Exercise Period, the Company shall have the right (the "Acceleration Right"), exercisable in its sole discretion by way of providing notice, which may be delivered by any means, including the issuance of a news release by the Company (the "Acceleration Notice"), to the holders of the Warrants, to accelerate the expiry of the Warrants to a date (the "Accelerated Expiry Date") which is 30 calendar days following the date of the Acceleration Notice if, at any time following the Closing Date, the closing price of the Shares on the TSXV (or such other stock exchange on which the Shares are listed or quoted) is equal to or exceeds $0.25 for a period of 20 consecutive trading days as determined by the Company in its sole discretion. If the Company exercises its Acceleration Right, subscribers shall be required to exercise or cause the exercise of all unexercised Warrants held by the subscribers and pay the aggregate exercise price in respect of such Warrants to the Company prior to the Accelerated Expiry Date. In the event of a failure of a holder to exercise Warrants following the exercise by the Company of the Acceleration Right, the Warrants will terminate on the Accelerated Expiry Date.
As consideration for services, certain eligible finders may receive (i) an aggregate cash fee equal up to 7.0% of the gross proceeds of the LIFE Offering from investors introduced to the Company by the finder; and (ii) non-transferable common share purchase warrants (the "Finder's Warrants") representing up to 7.0% of the aggregate number of Units issued to investors introduced to the Company by the finder. Each Finder's Warrant will entitle its holder to purchase one Share at a price of $0.105 per Share for a 24-month period.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
About Inomin Mines Inc.
Inomin Mines is engaged in the identification, acquisition, and exploration of mineral properties
with strong potential to host significant resources. The Company trades on the TSX Venture Exchange with the symbol MINE. For more information, please visit the Company's website at https://inominmines.com/.
On behalf of the board of Inomin Mines
Inomin Mines Inc.
Per: "John Gomez"
President & CEO
For further information contact
John Gomez
info@inominmines.com
Forward-Looking Statements
This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities legislation. The forward-looking statements herein are made as of the date of this press release only, and Inomin does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budgets", "scheduled", "estimates", "forecasts", "predicts", "projects", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. These forward-looking statements include, among other things, statements relating to: (a) the terms of the LIFE Offering, the Units, the Shares and the Warrants; (b) the completion of the LIFE Offering; (c) TSXV and other regulatory approval and the closing of the LIFE Offering; (d) the intended use of proceeds from the LIFE Offering; (e) the availability of the LIFE Offering in certain jurisdictions; (f) the requirement or lack thereof of statutory hold periods on the securities issuable from the sale of Units to Canadian resident subscribers; (g) the expected timing of the Closing Date; and (h) the terms of the Acceleration Right; (i) the terms of the Finder's Warrants.
Such forward-looking statements are based on a number of assumptions of the management of the Company, including, without limitation, that (a) the parties will obtain all necessary corporate and regulatory approvals and consents required for the completion of the LIFE Offering (including TSXV approval); (b) the LIFE Offering will be completed on the terms and conditions and within the timeframes expected by Inomin; (c) there will be no adverse changes in applicable regulations or TSXV policies that impact the LIFE Offering; and (d) Inomin will be able to execute on its drilling and exploration strategy.
Additionally, forward-looking information involve a variety of known and unknown risks, uncertainties and other factors which may cause the actual plans, intentions, activities, results, performance or achievements of Inomin to be materially different from any future plans, intentions, activities, results, performance or achievements expressed or implied by such forward-looking statements. Such risks include, without limitation: (a) there can be no assurances that Inomin will obtain all requisite approvals for the LIFE Offering, including the approval of the TSXV (which may be conditional upon amendments to the terms of the LIFE Offering); (b) there can be no assurances as to the completion of or the actual gross proceeds raised in connection with the LIFE Offering; (c) the parties and the completion of the LIFE Offering may be adversely impacted by changes in legislation, changes in TSXV policies, political instability or general market conditions; (d) risks relating to the extent and duration of the conflicts in Eastern Europe, Latin America and the Middle East and their impact on global markets; and (e) there can be no assurance that Inomin will execute on its drilling and exploration strategy.
Such forward-looking information represents the best judgment of the management of the management of the Company based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information. Neither Inomin nor any of their representatives make any representation or warranty, express or implied, as to the accuracy, sufficiency or completeness of the information in this press release. Neither Inomin nor any of their representatives shall have any liability whatsoever, under contract, tort, trust or otherwise, to you or any person resulting from the use of the information in this press release by you or any of your representatives or for omissions from the information in this press release.
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Source: Inomin Mines Inc.
