Osisko Metals Incorporated (the "Corporation" or "Osisko Metals") (TSX-V: OM; OTCQX: OMZNF; FRANKFURT: OB51) is pleased to announce that it has entered into an amending agreement with Eight Capital on behalf of a syndicate of underwriters (collectively, the "Underwriters") who, as lead underwriter, has now agreed to purchase, on a "bought deal" private placement basis (the "Offering"):
  • No less than 16,296,500 flow-through units of the Corporation ("FT Units") at a price of $0.54 per FT Unit (the "FT Unit Issue Price"), for gross proceeds of no less than $8.8 million, with each FT Unit comprised of (i) one common share of the Corporation that will qualify as "flow-through shares" (within the meaning of subsection 66 (15) of the Income Tax Act (Canada)) ("FT Shares"), and (ii) one-half-of-one common share purchase warrant of the Corporation (each whole warrant, a "FT Warrant"); and
  • up to 4,400,000 FT Shares at a price of $0.50 per FT Share (the "FT Share Issue Price"), for gross proceeds of approximately $2.2 million.

Each whole FT Warrant will entitle the holder thereof to purchase one common share of the Corporation at a price of $0.57 per share until the close of business on the date which is 60 months from the closing date of the Offering.

The Corporation has also granted to the Underwriters an option, exercisable, in whole or in part, up to 48 hours prior to the closing of the Offering, to purchase up to an additional 2,440,000 FT Units at the FT Unit Issue Price and 660,000 FT shares at the FT Share Issue Price for additional gross proceeds of up to approximately $1.65 million.

The gross proceeds from the Offering will be used by the Corporation to, directly or indirectly, incur eligible "Canadian exploration expenses" that will qualify as "flow-through mining expenditures" (as such terms are defined in the Income Tax Act (Canada)) (the "Qualifying Expenditures"). All Qualifying Expenditures will be renounced in favour of the subscribers of the FT Shares effective December 31, 2022.

The Qualifying Expenditures may be incurred on projects held, directly or indirectly, by the Corporation and also in respect of the past-producing Gaspé copper mine located near Murdochville, Québec owned by Glencore Canada Corporation, which property is subject to an option agreement between the Corporation and Glencore Canada Corporation.

The Offering is expected to close on or about June 16, 2022 and is subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals including the conditional listing approval of the TSX Venture Exchange.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Osisko Metals

Osisko Metals Incorporated is a Canadian exploration and development company focused on creating value in the critical metal space. The Corporation owns one of Canada's premier past-producing zinc mining camps, the Pine Point Project, located in the Northwest Territories for which the Pine Point Project PEA (2020) (as defined herein) has indicated an after-tax NPV of $500 million and an IRR of 29.6%. The Pine Point Project PEA (2020) is based on current Mineral Resource Estimates that are amenable to open pit and shallow underground mining and consist of 12.9Mt grading 6.29% ZnEq of Indicated Mineral Resources and 37.6Mt grading 6.80% ZnEq of Inferred Mineral Resources. Please refer to the technical report entitled "Preliminary Economic Assessment, Pine Point Project, Hay River, Northwest Territories, Canada" dated July 30, 2020 (with an effective date of June 11, 2020) (the "Pine Point Project PEA (2020)"), prepared by BBA Inc. and WSP Canada Inc., for Osisko Metals and Pine Point Mining Limited, a copy of which is available on SEDAR (www.sedar.com) under Osisko Metals' issuer profile. The Pine Point Project is located on the south shore of Great Slave Lake in the Northwest Territories, near infrastructure, paved highway access, and has an electrical substation as well as 100 kilometres of viable haulage roads already in place.

Furthermore, the Corporation has an option to purchase, from Glencore Canada, a 100% interest in the past-producing Gaspé Copper property located near Murdochville in the Gaspé peninsula of Quebec (see news release of Osisko Metals dated March 28, 2022 for additional details).

For further information on this news release, visit www.osiskometals.com or contact:

Robert Wares, CEOOsisko Metals Incorporated Email: info@osiskometals.com www.osiskometals.com  

Cautionary Statement on Forward-Looking Information

This news release contains "forward‐looking information" within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates, projections and interpretations as at the date of this news release. The information in this news release about the Offering; the use of the proceeds from the Offering; the timing and ability of the Corporation to obtain final approval of the Offering from the TSX Venture Exchange, if at all; the tax treatment of the FT Shares and FT Units the timing of the renouncement of the Qualifying Expenditures in favor of the subscribers, if at all; the prospects of the Pine Point Mining Camp; and any other information herein that is not a historical fact may be "forward-looking information". Any statement that involves discussions with respect to predictions, expectations, interpretations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "interpreted", "management's view", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information. This forward-looking information is based on reasonable assumptions and estimates of management of the Corporation, at the time such assumptions and estimates were made, and involves known and unknown risks, uncertainties or other factors which may cause the actual results, performance or achievements of the Corporation to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others, risks relating to the Offering; volatility in the trading price of common shares of the Corporation; risks relating to the ability of the Corporation to obtain required approvals; ability of Osisko Metals to complete further exploration activities; property interests; the results of exploration activities; risks relating to mining activities; the global economic climate; metal prices; dilution; environmental risks changes in the tax and regulatory regime; community and non-governmental actions; and those risks set out in the Corporation's public documents filed on SEDAR (www.sedar.com) under Osisko Metals' issuer profile. Although the forward-looking information contained in this news release is based upon what management believes, or believed at the time, to be reasonable assumptions, the Corporation cannot guarantee shareholders and purchasers of securities of the Corporation that actual results will be consistent with such forward-looking information, as there may be other factors that cause results not to be as anticipated, estimated or intended, and neither Corporation nor any other person assumes responsibility for the accuracy and completeness of any such forward looking information. The Corporation does not undertake, and assumes no obligation, to update or revise any such forward looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

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