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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): July 16, 2025
NEXMETALS
MINING CORP.
(Exact
name of registrant as specified in its charter)
Ontario,
Canada
(State
or other jurisdiction of incorporation)
| 000-14740 |
|
00-0000000 N/A |
| (Commission
File Number) |
|
(IRS
Employer Identification No.) |
Suite
3400, One First Canadian Place
P.O.
Box 130
Toronto,
Ontario, Canada |
|
M5X
1A4 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
(604)
770-4334
(Registrant’s
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Shares, no par value |
|
NEXM |
|
Nasdaq
Stock Market LLC (Nasdaq Capital Market) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item
7.01 |
Regulation
FD Disclosure. |
On
July 17, 2025, NexMetals Mining Corp. (the “Company”) issued a press release announcing that it has received a non-binding
letter of interest from the Export-Import Bank of the United States. A copy of this press release is attached as Exhibit 99.2 hereto
and is incorporated herein by reference. The Company undertakes no obligation to update, supplement or amend the materials attached hereto
as Exhibit 99.2.
The
information in this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) is being furnished pursuant to Item 7.01 and
shall not be deemed to be filed for purposes of Section 18 of the Exchange Act or otherwise be subject to the liabilities of that section,
nor shall it be deemed to be incorporated by reference in any filing under the Securities Act or the Exchange Act, whether made before
or after the date hereof and regardless of any general incorporation language in such filing.
On
July 16, 2025, the Company announced that its common shares commenced trading on the Nasdaq Stock Market LLC under the symbol “NEXM”.
The Company’s common shares will no longer be quoted on the OTC Pink Markets. The Company will continue to trade on the TSX Venture
Exchange under the symbol “NEXM”.
A
copy of this press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
| Item
9.01 |
Financial
Statements and Exhibits. |
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| |
NEXMETALS MINING CORP.
(Registrant) |
| |
|
|
| |
By:
|
/s/
Morgan Lekstrom |
| |
|
Morgan
Lekstrom |
| |
|
Chief
Executive Officer |
Date:
July 22, 2025
Exhibit
99.1
NEXMETALS
BEGINS TRADING ON THE NASDAQ UNDER THE SYMBOL NEXM
Vancouver,
British Columbia, July 16, 2025 – NexMetals Mining Corp. (TSXV: NEXM) (Nasdaq: NEXM) (formerly Premium Resources Ltd.)
(the “Company or NEXM”) is pleased to announce that its common shares (the “Common Shares”) will
begin trading today on the Nasdaq Stock Market LLC (“Nasdaq”) under the symbol “NEXM”.
Upon
commencement of trading on Nasdaq, the Company’s Common Shares will cease to be quoted on the OTC Pink Markets. NexMetals will
continue to trade on the TSX Venture Exchange (the “TSXV”) under the symbol “NEXM”.
Morgan
Lekstrom, CEO of the Company, commented: “The successful uplisting to Nasdaq is a transformative milestone in our growth strategy.
This listing reflects our continued disciplined execution, and our confidence in our renewed strategy to accelerate long-term value for
our investors while strengthening our global presence and platform for future strategic partnerships.”
About
NexMetals Mining Corp.
NexMetals
Mining Corp. is a mineral exploration and development company that is focused on the redevelopment of the previously producing copper,
nickel and cobalt resources mines owned by the Company in the Republic of Botswana.
NexMetals
is committed to governance through transparent accountability and open communication within our team and our stakeholders. NexMetals’
team brings extensive experience across the full spectrum of mine discovery and development. Collectively, the team has contributed to
dozens of projects, including work on the Company’s Selebi and Selkirk mines. Senior team members each have on average, more than
20 years of experience spanning geology, engineering, operations, and project development.
For
further information about NexMetals Mining Corp., please contact:
Morgan
Lekstrom
CEO
and Director
[email protected]
Jaclyn
Ruptash
V.P.,
Communications and Investor Relations
[email protected]
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. No stock exchange, securities commission or other regulatory authority
has approved or disapproved the information contained herein.
Follow
Us
X:
https://x.com/NexMetalsCorp
LinkedIn:
https://www.linkedin.com/company/NexMetalsMiningCorp
Facebook:
https://www.facebook.com/NexMetalsMiningCorp
Exhibit
99.2
NEXMETALS
RECEIVES US$150 MILLION LETTER OF INTEREST FROM THE EXPORT-IMPORT BANK OF THE UNITED STATES FOR ITS CRITICAL METALS PROJECTS IN BOTSWANA
Vancouver,
British Columbia, July 17, 2025 – NexMetals Mining Corp. (TSXV: NEXM) (NASDAQ: NEXM) (“NEXM” or the
“Company”) is pleased to announce that it has received a non-binding letter of interest (“LI”)
from the Export-Import Bank of the United States (“EXIM”). The LI indicates the potential for up to USD 150 million
in financing, with a maximum 15-year repayment tenor, to support the re-development of NEXM’s Selebi and Selkirk nickel-copper-cobalt-platinum
group metal mines in Botswana.
EXIM
has also advised that procurement of U.S. goods and services for the Selebi and Selkirk mines may be eligible for special consideration
under the provisions of Section 402 of EXIM’s 2019 reauthorization (P.L. 116-94), under EXIM’s China and Transformational
Exports Program (“CTEP”).
Morgan
Lekstrom, CEO of NEXM, commented: “This represents a willingness from the United States to fund critical metals projects in
one of Africa’s safest and most stable jurisdictions. It clearly denotes the
U.S. government’s specific interest in Botswana, recognizing both its rich mineral endowment and the scale of our high-grade projects.
Given the quality and size of our resources and the pace of current activity, we anticipate
our aggressive growth trajectory to align with our shared objective of delivering new, sustainable sources of critical metals for the
U.S. and its allies contributing to the future of the global critical metals supply chain.”
The
LI is non-binding and as such is not an explicit indication of the financial or commercial viability of a transaction. Upon receipt of
an application for financing, further processing, including standard due diligence by U.S. EXIM, is required before issuing a final commitment
for a potential transaction.
About
Export-Import Bank of the United States
The
Export-Import Bank of the United States (EXIM) is the official export credit agency of the United States with the mission of supporting
American jobs by facilitating U.S. exports. To advance American competitiveness and assist U.S. businesses as they compete for global
sales, EXIM offers financing including export credit insurance, working capital guarantees, loan guarantees, and
direct loans. As an independent federal agency, EXIM contributes to U.S. economic growth by supporting tens of thousands of jobs
in exporting businesses and their supply chains across the United States. Learn more at www.exim.gov.
About
NexMetals Mining Corp.
NexMetals
Mining Corp. is a mineral exploration and development company that is focused on the redevelopment of the previously producing copper,
nickel and cobalt resources mines owned by the Company in the Republic of Botswana.
NexMetals
is committed to governance through transparent accountability and open communication within our team and our stakeholders. NexMetals’
team brings extensive experience across the full spectrum of mine discovery and development. Collectively, the team has contributed to
dozens of projects, including work on the Company’s Selebi and Selkirk mines. Senior team members each have on average, more than
20 years of experience spanning geology, engineering, operations, and project development.
For
further information about NexMetals Mining Corp., please contact:
Morgan
Lekstrom
CEO
and Director
[email protected]
Jaclyn
Ruptash
V.P.,
Communications and Investor Relations
[email protected]
Cautionary
Note Regarding Forward-Looking Statements:
This
news release contains “forward-looking information” within the meaning of applicable Canadian securities legislation based
on expectations, estimates and projections as at the date of this news release. Forward-looking information involves risks, uncertainties
and other factors that could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed
or implied by such forward-looking information. Such forward-looking statements, by their nature, require the Company to make certain
assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from
those expressed or implied in these forward-looking statements. Although the Company believes that the assumptions and factors used in
preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information,
which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time
frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a
result of new information, future events or otherwise, other than as 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. No stock exchange, securities commission or other regulatory authority
has approved or disapproved the information contained herein.
Follow
Us
X:
https://x.com/NexMetalsCorp
LinkedIn:
https://www.linkedin.com/company/NexMetalsMiningCorp
Facebook:
https://www.facebook.com/NexMetalsMiningCorp