Visionary Metals Announces 4:1 Share Consolidation, CAD$7.145 Million Financing and Share Buyback
Vancouver, British Columbia--(Newsfile Corp. - May 21, 2026) - Visionary Metals Corp. (TSXV: VIZ) ("Visionary" or the "Company") is pleased to announce a transformative financing, including a lead order from Teck Resources Limited ("Teck") and a corporate restructuring that will deliver an improved capital structure, a strong cash position, and a fully funded 2026 exploration program.
The Company intends to complete a private placement offering for gross proceeds of up to CAD$7,145,000 consisting of a non-brokered private placement offering pursuant to the "listed issuer financing exemption" (the "LIFE Offering") under Part 5A of National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), as amended by Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (such exemption, the "Listed Issuer Financing Exemption"), and a concurrent non-brokered private placement as further set out below (the "Concurrent Private Placement", and together with the LIFE Offering, the "Offering").
The Offering includes a CAD$1.2 million equity investment by Teck, which is a follow-on investment to the CAD$800,000 in direct funding and additional in-kind support for the Granite Mountains Exploration Alliance Teck announced by the company earlier this year.
Share Consolidation
In connection with the Offering, the Board of Directors has authorized a consolidation of the Company's common share capital on a one-for-four basis (the "Consolidation"). The Company
currently has 175,678,690 common shares outstanding and, following completion of the Consolidation but before the Offering and related transactions, is expected to have approximately 43,919,673
shares outstanding. Completion of the Consolidation remains subject to the approval of the TSX Venture Exchange (the "TSXV"). All securities issued pursuant to the Offering will be on a
post-Consolidation basis.
Share Repurchase
Concurrent with closing of the Offering, the Company has also agreed to repurchase 26,552,046 pre-consolidation shares from the estate of a shareholder at a price of CAD$0.05 per share for
aggregate consideration of approximately CAD$1.33 million (the "Share Repurchase"), further strengthening the post-transaction capital structure for all shareholders.
LIFE Offering
The Company intends to issue up to 19,785,812 Units at a price of CAD$0.24 per Unit (the "Offering Price") under the Listed Issuer Financing Exemption for gross proceeds of up to
approximately CAD$4,748,595. Each Unit will consist of: (i) one common share of the Company (each, a "Share") and (ii) one half of one common share purchase warrant (each whole warrant, a
"Warrant"), with each Warrant entitling the holder to acquire one Share at a price of CAD$0.36 for a period of 36 months from 60 days following the Closing Date. The Company may, at its
option, accelerate the expiry date of the Warrants (the "Acceleration Right") if the volume weighted average trading price of the Shares on the TSXV (or such other recognized Canadian stock
exchange on which the Common Shares are then listed) is equal to or greater than CAD$0.55 for any 20 consecutive trading days (the "Acceleration Event"). Upon the occurrence of an
Acceleration Event, the Company may accelerate the expiry of the Warrants by issuing an Acceleration Notice by way of a press release disseminated on a widely circulated news service. The expiry
date of the Warrants shall thereupon be accelerated to the date that is 30 days following the date of the Acceleration Notice (the "Accelerated Expiry Date"). Any Warrants not exercised by
5:00 p.m. (Calgary time) on the Accelerated Expiry Date shall automatically expire and be of no further force or effect. The Company expects that the Warrants will be created and issued pursuant to
the terms of a warrant indenture. Subject to satisfaction of the requirements of the TSXV, the Company intends to apply to list the Shares and Warrants issued pursuant to the Offering for trading
on the TSXV.

