Apex Resources Inc. (TSXV: APX) (OTCID: SLMLF) (‘Apex’ or the ‘Company’) announces that the Company will not be proceeding with a further tranche of the non-brokered financing (the ‘Financing’) announced in its news releases dated July 25, 2025 and September 3, 2025.
The Company also announces that it intends to raise on a non-brokered financing basis up to $250,000 in flow-through funding (the ‘FT Financing’) that will consist of up to 3,571,429 FT Units (the ‘FT Units’), priced at $0.07 per FT Unit. Each FT Unit will consist of one flow-through common share (the ‘FT Share’) plus one-half (1/2) non-transferable non-flow-through share purchase warrant (each whole warrant, a ‘NFT Warrant’). Each NFT Warrant is exercisable to purchase one additional non-flow-through common share of the Company (the ‘NFT Warrant Share’) at $0.10 for a period of two years from the date of closing.
The FT Shares will qualify as ‘flow-through shares’ (within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the ‘Tax Act‘). The gross proceeds raised from the issuance of the FT Shares will be used by the Company to incur ‘Canadian exploration expenses’ (within the meaning of the Tax Act). The Company reserves the right to accept additional funds or increase the FT Financing, subject to regulatory approval, should the FT Financing be oversubscribed.
The Company may pay finder’s fees to certain third parties of up to 7% in cash and up to 7% in compensation warrants (the ‘Finder’s Fee’) in connection with the sale of FT Units to arm’s length subscribers. Each compensation warrant will entitle the holder to purchase one additional common share of the Company at $0.07 for a period of two years from the date of closing.
Closing of the FT Financing and the payment and/or issuance of the Finder’s Fee are subject to TSX Venture Exchange approval and all securities issued pursuant to the FT Financing and Finder’s Fee will be subject to a four-month and one day hold period from the closing date.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities 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 U.S. state securities laws, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act) absent registration under the U.S. Securities Act and applicable state securities laws or an exemption from such registration requirements is available.
About Apex Resources Inc.
Apex is a Vancouver-based exploration company with a suite of precious and critical minerals projects and historic mines located in the United States and Canada.
The Jersey-Emerald Property is wholly owned by Apex and encompasses the historic Jersey Lead-Zinc Mine – British Columbia’s second largest historic zinc mine, and the Emerald Tungsten Mine – Canada’s second largest historic tungsten mine, both located in southern British Columbia.
The Lithium Creek Project is Apex’s flagship project with placer claims covering hundreds of square miles within the aerially extensive Fernley, Humboldt, and Carson Sinks, and includes widespread naturally flowing lithium brine groundwater. The Lithium Creek Project is strategically located near the City of Reno and within 40 minutes of the principle North American battery hub, hosting the Tesla Gigafactory and other key industry players in the Lithium Ion battery supply chain.
On Behalf of the Board of Directors of
Apex Resources Inc.
Ron Lang,
President & CEO
Ph. +1(250) 212-7119 or info@apxresources.com website: www.apxresources.com
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term in defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: This news release may contain forward-looking information within the meaning of applicable securities laws (‘forward-looking statements’). Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words ‘expects,’ ‘plans,’ ‘anticipates,’ ‘believes,’ ‘intends,’ ‘estimates,’ ‘projects,’ ‘potential’ and similar expressions, or that events or conditions ‘will,’ ‘would,’ ‘may,’ ‘could’ or ‘should’ occur, including but not limited to, closing of the FT Financing. These forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking statements, including, without limitation: risks related to fluctuations in metal prices; uncertainties related to raising sufficient financing to fund exploration work in a timely manner and on acceptable terms; changes in planned work resulting from weather, logistical, technical or other factors; the possibility that results of work will not fulfill expectations and realize the perceived potential of the Project; risk of accidents, equipment breakdowns and labour disputes or other unanticipated difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in conducting work programs; the risk of environmental contamination or damage resulting from Apex’s operations and other risks and uncertainties. Any forward-looking statement speaks only as of the date it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise.
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