Greenland Mines Ltd. (the “Company”) filed a Current Report on Form 8-K dated September 21, 2026, disclosing an entry into a material definitive agreement on September 23, 2026. The agreement involves a securities purchase agreement with certain institutional investors for a direct registered offering of common stock and warrants.
Under the terms of the agreement, the Company agreed to sell and issue an aggregate of 1,765,420 shares of its common stock, par value $0.0001 per share. Additionally, the Company agreed to issue pre-funded warrants exercisable for an aggregate of up to 1,434,580 shares of common stock. The offering price is set at $12.00 per share of common stock or pre-funded warrant.
The pre-funded warrants are each exercisable for one share of common stock at an exercise price of $0.0001 per share and will expire when exercised in full. The Company stated that a holder shall not have the right to exercise any pre-funded warrants to the extent that such exercise would result in the number of shares of common stock beneficially owned by such holder and its affiliates exceeding 4.99% (or 9.99% at election of the holder) of the total number of shares of common stock outstanding immediately after giving effect to the exercise.
The net proceeds to the Company from the offering are expected to be approximately $38.4 million, after estimated offering expenses payable by the Company. The Company intends to use the net proceeds, together with its existing cash and cash equivalents, for its Greenland mining operations, general corporate uses, and other working capital purposes.
The offering is expected to close on or about September 24, 2026, subject to the satisfaction of customary closing conditions. The shares, pre-funded warrants, and warrant shares are being offered pursuant to an effective registration statement on Form S-3 (File No. 333-288533) filed on July 7, 2025, and declared effective on July 25, 2025, by the Securities and Exchange Commission (the “SEC”).
Separately, the Company also disclosed that on September 21, 2026, it amended its private warrants issued on March 2, 2026. The amendment changed the post-reverse split exercise price for the warrants to $5.00 per share.
