Clean Air Metals Inc. (TSXV: AIR) (FSE: CKU) (OTC Pink: CLRMF) has announced a non-brokered private placement of up to 2,500,000 flow-through common shares priced at C$0.06 per share, targeting gross proceeds of up to C$150,000. The funds are earmarked for exploration and development activities at the company's Thunder Bay North Critical Minerals Project in Ontario. The offering is expected to close on or about October 9, 2026, subject to TSX Venture Exchange approval, and investors may be watching the deal as the company simultaneously pursues a transaction with Fiore-backed Springbok Ventures.

Key Points

  • Clean Air Metals Inc. (TSXV: AIR) is a Thunder Bay, Ontario-based critical minerals explorer and developer.
  • The company announced a non-brokered private placement of up to 2,500,000 flow-through shares at C$0.06 per share for gross proceeds of up to C$150,000.
  • The offering is expected to close on or about October 9, 2026, pending TSXV approval; issued shares carry a four-month-plus-one-day hold period.
  • Investors should watch for confirmation of TSXV approval and progress on the proposed Springbok Ventures transaction.

Flow-Through Structure Offers Tax Incentive for Eligible Investors

The shares issued under this offering qualify as flow-through shares under subsection 66(15) of the Income Tax Act (Canada), allowing the company to renounce eligible Canadian exploration expenses to investors. Proceeds must be directed toward "Canadian exploration expenses" that qualify as "flow-through mining expenditures" as defined under the Tax Act. This structure is commonly used by junior exploration companies to attract capital by providing subscribers with potential tax deductions, making the offering particularly relevant to Canadian investors seeking resource-sector tax exposure.

Thunder Bay North Exploration Activities to Benefit from Proceeds

Clean Air Metals intends to deploy the raised capital to secure contracted resources and advance exploration at its 100%-owned Thunder Bay North Critical Minerals Project, located approximately 40 kilometres northeast of Thunder Bay, Ontario. The project hosts two deposits — Current and Escape — with a combined 14.9 Mt indicated mineral resource grading 2.66 g/t platinum and palladium, 0.40% copper, and 0.24% nickel, according to a previously released technical report. CEO Mike Garbutt stated in the announcement that the financing will allow the company to advance exploration activities at Thunder Bay North in the new year.

Springbok Ventures Transaction Provides Broader Strategic Context

The announcement references a proposed transaction with Fiore-backed Springbok Ventures, which Garbutt noted the company is working toward closing. The release does not disclose the financial terms, structure, or timeline of that transaction beyond this reference. Investors may view this offering as a bridge measure designed to maintain exploration momentum at Thunder Bay North while the larger strategic transaction progresses. The immediate share price impact of the private placement was not clear from available public information.