Full Circle Lithium Announces Non-Brokered Private Placement for Gross Proceeds of C$3 Million

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

TORONTO, Aug. 15, 2025 /CNW/ - Full Circle Lithium Corp. ("FCL" or the "Company") (TSXV: FCLI) (OTCQB: FCLIF), a USA-based lithium products manufacturer, is pleased to announce that it has entered into an agreement with PowerOne Capital Markets Limited PowerOne to act as the Lead Finder in connection with  a non-brokered private placement (the "Offering") for aggregate gross proceeds of up to C$3,000,000 from the sale of up to 15,000,000 units of the Company (the "Units") at a price of C$0.20 per Unit (the "Offering Price").

Each Unit will consist of one common share of the Company and one-half of one common share purchase warrant of the Company (each whole warrant, a "Warrant"). Each Warrant shall entitle the holder to purchase one additional common share of the Company at a price of C$0.30 at any time on or before the date which is 24 months after the Closing date (as defined below), subject to acceleration in the event the closing price of the common shares it at least $0.80 for a period of not less than 20 consecutive trading days.

The Offering is being made to purchasers in Canada pursuant to the listed issuer financing exemption (the "LIFE") under Part 5A of National Instrument 45-106 -Prospectus Exemptions ("NI 45-106"). The securities issued under the Offering will not be subject to a hold period in accordance with applicable Canadian securities laws. The Offering will also be conducted in the United States and certain foreign jurisdictions pursuant to applicable regulatory requirements and in accordance with OSC Rule 72-503 - Distributions Outside Canada.

There is an offering document related to the Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at www.fullcirclelithium.com. Prospective Canadian investors should read this offering document before making an investment decision.

The Company expects to use the net proceeds of the Offering for product development, intellectual property protection, training centre development and working capital requirements. Closing of the Offering is expected to occur on or about August 27, 2025 or such other date as the Company may decide and remains subject to the Company obtaining all necessary corporate and regulatory approvals, including approval of the TSXV. The Company may pay finders' fees in connection with the Offering and in accordance with the policies of the TSXV.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this news release. Such securities have not been, and will not be, registered under the U.S. Securities Act, or any state securities laws, and, accordingly, may not be offered or sold within the United States, or to or for the account or benefit of persons in the United States or "U.S. Persons", as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.

About Full Circle Lithium Corp.

FCL has developed an innovative lithium-ion battery fire-extinguishing agent named FCL-X™ to address the increasing number of difficult-to-extinguish and hazardous lithium-ion battery-based fires. FCL-X™ is a non-hazardous fire extinguishing agent specifically designed to combat lithium-ion cell and/or battery fires.  A water-based solution, FCL-X™ has been tested by 3^rd party laboratories as well as on live battery fires, on both small and industrial scale fires, and has proved that it mitigates the lithium oxidation reaction, limiting hydrogen generation and stabilizing decomposing electrolytes. FCL-X™ is easy to use, with fast heat dissipation, minimal clean-up, and non-hazardous properties, making it a sustainable choice. FCL has gathered a leading technical team with over 100 years of combined lithium, fire, and safety training and firefighting experience. Additional information regarding FCL is available on SEDAR at www.sedar.com under the Company's profile and on its website www.fullcirclelithium.com.

For further information: 

Full Circle Lithium Corp.
Carlos Vicens - CEO & Director
[email protected]
+1.416.977.3832

Cautionary Statement

Neither TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

This news release contains forward-looking statements within the meaning of securities legislation in the Canada and which are based on the expectations, estimates and projections of management of the parties as of the date of this news release unless otherwise stated. Forward-looking statements are generally identifiable by use of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "could", "believe", "plans", "intends" or the negative of these words or other variations on these words or comparable terminology. More particularly, and without limitation, this news release contains forward-looking statements and information concerning expectations on the effectiveness of the marketing and sales of  FCL-X™ through distribution agreements, the viability, effectiveness, safety and additional commercialization related to FCL-X™ which is at an early stage of commercialization (which is very difficult for a start-up venture like FCL as there are much larger and better capitalized established companies that can potentially quickly enter the lithium-ion battery fire-fighting market and create strong competition against FCL), on receiving patent protection for FCL-X™ and related inventions and processes, the ability of FCL, a start-up venture, to successfully commercialize its FCL-X™ including ramping-up production of the agent to meet potential demand, continue raising capital, upgrading and refurbishing its plant, and sourcing feedstock for this and its other lines of business. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, the uncertainties and risk factors related to the technical elements in a processing and refining business, loss of key technical and other staff, lithium price fluctuations, the battery fire-extinguishing agent functioning as expected to meet safety requirements and fire-fighting related government regulations and potential client product specifications, and applicable environmental requirements and issues – see additional risks described in FCL's public filings. Actual results, developments and timetables could vary significantly from the estimates presented. Readers are cautioned not to put undue reliance on forward-looking statements. FCL disclaims any intent or obligation to update publicly such forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law. Additionally, FCL undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of FCL, its financial or operating results or its securities.

SOURCE Full Circle Lithium Inc