2025-04-07 19:55 ET - News Release

Mr. Tim Daniels reports

BORON ONE ANNOUNCES EARLY WARRANT EXERCISE INCENTIVE PROGRAM

Boron One Holdings Inc. has implemented a warrant exercise incentive program intended to encourage the exercise of up to 9,691,000 unlisted common share purchase warrants of the company, which were issued as part of the company's private placements, which closed on June 7, 2024, Sept. 10, 2024, and Sept. 25, 2024, respectively. Each eligible warrant is exercisable for one common share of the company at a price of seven cents per common share. The company intends to amend the exercise price to five cents for the term of the warrant incentive program, following receipt of TSX Venture Exchange acceptance. All other terms of the eligible warrants will remain the same, including the expiry dates of Dec. 7, 2026, for the June 7, 2024, warrants, March 10, 2027, for the Sept. 10, 2024, warrants and March 25, 2027, for the Sept. 25, 2024, warrants. Upon the expiration of the warrant incentive program, the exercise price of any unexercised eligible warrants will revert to the original exercise price of seven cents per common share.

To the extent that holders of eligible warrants take advantage of the opportunity to exercise their eligible warrants early, this will finance working capital purposes. Eligible warrants that remain unexercised following the completion of the early exercise period (defined below) will continue to be exercisable for common shares on the original terms as they existed prior to the program.

The program and warrant repricing are subject to approval from the exchange and the receipt of all final regulatory approvals, including final approval of the exchange. Insiders currently hold 900,000 eligible warrants. The number of eligible warrants to be exercised by insiders of the company is limited to no more than 10 per cent of the total eligible warrants, being 969,100 eligible warrants, and the company will issue no more than 969,100 incentive warrants to insiders under the program.

Summary information about warrant incentive program

Pursuant to the program, the company is offering an inducement to each warrantholder who exercises eligible warrants during an early exercise period consisting of one new warrant in addition to the common share subscribed for. Each incentive warrant is exercisable at five cents for the first year and seven cents for the second and third year, subject to the right of the company to accelerate expiry upon 30 days notice if the shares of the company trade on the exchange at or above 10 cents for a period of 10 days.

The early exercise period will commence two weeks after receipt of exchange conditional approval and run for two weeks. A follow-up press release will be issued. The incentive warrants and any common shares issuable on the exercise thereof will be subject to a four-month hold period from the date of issuance of the incentive warrants pursuant to applicable Canadian securities laws.

Depending upon the number of eligible warrants exercised during the early exercise period, the company expects to:

The terms and conditions of the program and warrant repricing, and the method of exercising eligible warrants pursuant to the program, are set forth in a letter which is being delivered to the last known contact of each warrantholder. Warrantholders who wish to participate in the program will agree to exercise their eligible warrants and deliver the other necessary documents in consideration of the issuance by the company of the incentive warrants.

Procedure for the exercise of warrants

Upon commencement of the early exercise period, registered warrantholders may exercise their rights to acquire the common shares and incentive warrants.

All eligible warrants must be processed through the company at the offices of the company located at 203, 645 Fort St., Victoria, B.C., V8W 1G2.

To exercise eligible warrants during the early exercise period, a warrantholder must:

All eligible warrant certificates surrendered for full exercise will be cancelled by the company, and will be of no further force or effect.

All eligible warrant certificates surrendered, together with a duly completed and executed subscription form, and payment of the applicable exercise price for the number of eligible warrants exercised, will be deemed to be surrendered only upon personal delivery thereof to, or, if sent by mail or other means of transmission, upon actual receipt thereof by, the company. Any use of the mail to transmit eligible warrant certificates is at the risk of the warrantholder. If such documents are to be mailed, it is recommended that registered mail, properly insured, be used with acknowledgment of receipt requested.

Fractional shares

The company will not be obligated to issue any fractional common shares, fractional incentive warrants, or any cash or other consideration in lieu thereof upon the exchange of one or more eligible warrants. If any fraction of a common share or incentive warrant would otherwise be issuable, the number of such securities so issued will be rounded down to the nearest whole number without compensation thereof.

About Boron One Holdings Inc.

Boron One is an international mineral exploration and development company with boron assets in Serbia. Headquartered in Victoria, B.C., Canada, Boron One has shares that are traded on the exchange under the symbol BONE.

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