Trilogy Metals Inc. has announced the closing of a strategic equity investment by the United States Department of War (DoW) on September 11, 2026. The transaction involved the sale of 8,215,570 units to the DoW at a price of $2.17 per unit, resulting in total gross proceeds of approximately $17.8 million. Each unit consists of one common share and three-quarters of a common share purchase warrant.
The warrants issued in the transaction are exercisable to acquire up to 6,161,678 common shares at an exercise price of $0.01 per share over a ten-year period. Concurrently, the Company entered into a Participation Rights Agreement, granting the DoW the right to subscribe for future equity sales on a pro rata basis, and a Registration Rights Agreement providing the investor with customary registration rights.
The filing clarifies that the DoW Transactions do not create a partnership or joint venture between the Company and the U.S. Government. The investment was conducted without general solicitation and was exempt from registration requirements under the Securities Act of 1933.
In a related press release, the Company disclosed that the U.S. Government’s investment totals approximately $35.6 million across transactions with Trilogy Metals and South32 Limited. The proceeds are committed to advancing the Upper Kobuk Mineral Projects (UKMP) in Alaska, which are operated by Ambler Metals LLC, a 50/50 joint venture between Trilogy and South32.
The UKMP portfolio encompasses approximately 190,929 hectares and includes the high-grade Arctic polymetallic deposit and the Bornite carbonate replacement deposit. The DoW has committed to assist in facilitating financing for the proposed 211-mile Ambler Road, an industrial-use-only infrastructure project.
