OTTAWA, Ontario, Sept. 04, 2026 (GLOBE NEWSWIRE) — Viridian Metals Inc. (CSE: VRDN, OTCQB: VIRMF) (“Viridian” or the “Company”) is pleased to announce that, further to its news release dated August 24, 2026, it has closed its previously announced non-brokered private placement of units of the Company (the “Private Placement”), for aggregate gross proceeds to the Company of $1,045,466.55.
Under the Private Placement, the Company issued 2,323,259 units of the Company (each, a “Unit”) at a price of $0.45 per Unit. Each Unit is comprised of one common share of the Company (a “Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”), with each Warrant entitling the holder to acquire one common share of the Company at an exercise price of $0.60 per share for a period of 24 months from the date of issuance. The Company has therefore issued 2,323,259 Shares and 1,161,629 Warrants. The Private Placement closed effective September 4, 2026.
“Our financings to date have been focused on advancing our projects on the ground,” said Tyrell Sutherland, President and Chief Executive Officer of Viridian. “This financing strengthens our hard-dollar treasury as we enter an active period for the Company. With drilling continuing at Kraken and a steady flow of results ahead, we intend to enhance Viridian’s visibility and better communicate the results of our work.”
The offering price of the Units was established in accordance with the policies of the Canadian Securities Exchange (the “CSE”). The Units were issued pursuant to available exemptions from the prospectus requirements under applicable Canadian securities laws. The Private Placement remains subject to the final acceptance of the CSE.
In connection with the closing of the Private Placement, the Company paid finder’s fees of $31,903.20 in cash and issued 70,895 finder’s warrants (the “Finder’s Warrants”) to certain finders engaged in connection with the Private Placement, in accordance with the policies of the CSE. Each Finder’s Warrant entitles the holder to acquire one common share of the Company at an exercise price of $0.60 per share for a period of 24 months from the date of issuance.
All securities issued pursuant to the Private Placement are subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws. The securities issued under the Private Placement are also subject to an Exchange Hold imposed in accordance with section 6.1(4) of CSE Policy 6 – Distributions & Corporate Finance.
Related Party Transaction and MI 61-101 Disclosure
Certain insiders of the Company, including one director, subscribed for an aggregate of 371,133 Units under the Private Placement, for aggregate gross proceeds of $167,009.85, representing approximately 15.97% of the Private Placement. Such participation constitutes a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”).
The Company relied on the formal valuation exemption in section 5.5(b) of MI 61-101, on the basis that the Company’s securities are not listed on a specified market for the purposes of that section, and on the minority approval exemption in section 5.7(1)(a) of MI 61-101, on the basis that neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the Private Placement, insofar as it involved related parties, exceeded 25% of the Company’s market capitalization as determined in accordance with MI 61-101.
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 Private Placement, as the details of insider participation were not settled until shortly prior to closing and the Company wished to complete the Private Placement on an expedited basis.
Market Making Agreement with Independent Trading Group
In addition the Company announces that it intends to enter into an agreement for services (the “Agreement”) with Independent Trading Group (“ITG“) to provide market-making services in accordance with CSE policies. ITG will trade shares of the Company on the CSE and all other trading venues with the objective of maintaining a reasonable market and improving the liquidity of the Company’s common shares.
Under the Agreement, ITG will receive compensation of CAD$7,500 per month, payable monthly in advance. The Agreement is for an initial term of one month and will renew for additional one-month terms unless terminated. The Agreement may be terminated by either party with 30 days’ notice. There are no performance factors contained in the Agreement and ITG will not receive shares or options as compensation. ITG and the Company are unrelated and unaffiliated entities and at the time of the Agreement, and neither ITG nor its principals have an interest, directly or indirectly, in the securities of the Company, however, ITG and its clients may acquire an interest in the securities of the Company in the future.
About Independent Trading Group
Independent Trading Group (ITG), Inc. is a Toronto based CIRO dealer-member that specializes in market making, liquidity provision, agency execution, ultra-low latency connectivity, and bespoke algorithmic trading solutions. Established in 1992, with a focus on market structure, execution and trading, ITG has leveraged its own proprietary technology to deliver high quality liquidity provision and execution services to a broad array of public issuers and institutional investors.
About Viridian Metals
Viridian Metals is a pioneer and leader in generative metal exploration with a focus on environmental responsibility and ethical practices. Founded with the intention of discovering new critical metals deposits with the potential to transform the metal supply chain. We leverage innovative technologies and methods to enhance efficiency and sustainability in jurisdictions eager to be leaders in supplying the energy transition. Viridian maintains expertise in a range of critical metals with a primary focus on copper, nickel and cobalt in the near term. Our commitment to integrity and transparency fosters strong partnerships with both local and global stakeholders.
Additional information is available under the Company’s profile on SEDAR+ at www.sedarplus.ca and on the Company’s website at www.viridianmetals.com.
For further information, please contact:
Viridian Metals Inc.
Tyrell Sutherland, Chief Executive Officer
Telephone: (613) 884-8332
Email: [email protected]
Not for distribution to U.S. news wire services or for dissemination in the United States
This news release does not constitute an offer to sell or a solicitation of an offer to buy 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 state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statement Regarding Forward-Looking Information
This news release contains statements which constitute “forward-looking information” within the meaning of applicable Canadian securities laws, including, without limitation, statements regarding: the receipt of the final acceptance of the CSE in respect of the Private Placement; the anticipated use of proceeds of the Private Placement; the entering into of investor relations agreements and the announcement thereof; the availability of the exemptions under MI 61-101 relied on by the Company; the application of hold periods and other resale restrictions to the securities issued under the Private Placement; the continuation of the Company’s 2026 drill program, including drilling at Kraken until November; and the Company’s business plans and exploration activities.
Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “believes”, or variations (including negative variations) of such words and phrases, or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking information is based on the opinions, estimates and assumptions of management as of the date such statements are made. While the Company considers these assumptions to be reasonable based on information currently available, they may prove to be incorrect.
Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, but are not limited to: the failure to obtain the final acceptance of the CSE in respect of the Private Placement; the use of the net proceeds of the Private Placement other than as disclosed in this news release; the unavailability of the exemptions from the formal valuation and minority approval requirements of MI 61-101 relied on by the Company; the inability to raise sufficient additional capital to fund the Company’s planned exploration and corporate programs; risks inherent in mineral exploration, including that exploration results may not meet expectations; changes in capital markets and general economic conditions; and the other risk factors disclosed in the Company’s public filings under its profile on SEDAR+ at www.sedarplus.ca. Forward-looking information contained in this news release is made as of the date of this news release and, other than as required by law, the Company disclaims any obligation to update any forward-looking information, whether as a result of new information, future events or otherwise. Readers should not place undue reliance on forward-looking information.
