METALSOURCE MINING CLOSES PRIVATE PLACEMENT

Executive Summary
- Metalsource Mining closed a non‑brokered private placement raising $4,000,000 in gross proceeds.
- The company issued 20,000,000 units at $0.20 each (each unit = 1 common share + ½ warrant) and paid $150,000 in finder’s fees plus issued 742,000 broker warrants.
- Proceeds will be used to advance exploration at the Silver Hill, Byrd‑Pilot (North Carolina), continue work on the Aruba manganese project (Botswana), and for general working capital.
Key Details
- Offering Structure:
- Total gross proceeds: $4,000,000.
- Units issued: 20,000,000 at $0.20 per unit.
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Each unit = 1 common share + ½ transferable warrant (exercise price $0.30, three‑year term).
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Lead Investor:
- Eric Sprott (via 2176423 Ontario Ltd.) subscribed for 5,000,000 units ($1,000,000).
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Post‑offering ownership: ~13.8% non‑diluted, ~19.3% partially‑diluted (including warrants).
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Finder’s Fees & Broker Warrants:
- Finder’s fees paid: $150,000.
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Broker warrants issued: 742,000 non‑transferable, each for one additional common share at $0.30 (three‑year term).
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Option Agreement with Goldstrike Minerals:
- Closed option agreement granting Metalsource the right to acquire 100% of Goldstrike’s North Carolina mineral lease interests.
- Initial issuance: 3,000,000 shares to Goldstrike on closing.
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Finder’s fee for the transaction: $2,500 cash + 300,000 shares at closing; additional fees payable with future annual payments.
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Use of Proceeds:
- Exploration expansion at Silver Hill (focus on silver potential).
- Work on Byrd‑Pilot project (North Carolina).
- Continued development of the Aruba manganese project in Botswana.
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General working capital.
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Hold Period: All securities issued are subject to a hold period of four months and one day, expiring 2026-02-10.
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Marketing Services Agreement:
- Entered into agreement with Equitrend Data Inc. for digital marketing services.
- Compensation: US$350,000 for up to three months (extendable for an additional three months at the same rate).
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Equitrend holds 500,000 shares of Metalsource; no other interest in the company.
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Regulatory Notice: Securities are not and will not be registered under U.S. securities laws; they may not be offered or sold to U.S. persons without exemption.
Notable Quotes
“With this financing complete, we are set to move forward aggressively across our key assets – Silver Hill, Byrd Pilot and The Aruba project in Botswana. We intend to maintain strong momentum into 2026 and deliver meaningful progress for shareholders.” – Joe Cullen, CEO
All non‑material boilerplate, forward‑looking statements, and company background have been omitted for brevity.