Panther Minerals Announces Amended Terms of Non-Brokered LIFE Offering and Concurrent Private Placement

Executive Summary

• Panther Minerals announces amended terms for a non‑brokered private placement and listed issuer financing exemption offering of up to 627,000 units at $0.16 per unit (gross proceeds up to $100,320) plus a concurrent private placement of up to 2,200,000 units at $0.16 per unit (minimum gross proceeds $1,000,000; maximum $2,200,000).
• Each unit consists of one common share and one warrant; warrants allow purchase of additional shares at $0.21 (offering) or $0.25 (private placement) for 24 months, exercisable 60 days after closing.
• Net proceeds are earmarked for general corporate purposes, working capital, repayment of existing debt, and possible payments under an outstanding option agreement on mineral properties.

Key Details

• Offering Units: Up to 627,000 units @ $0.16/unit → gross proceeds up to $100,320.
• Unit Composition (Offering): 1 common share + 1 common‑share purchase warrant.

• Warrant Terms (Offering): Exercise price $0.21 per share; exercisable for 24 months, with a 60‑day post‑closing lock‑up before exercise.

• Private Placement Units: Up to 2,200,000 units @ $0.16/unit → gross proceeds $1,000,000 – $2,200,000.

• Unit Composition (Private Placement): 1 common share + 1 common‑share purchase warrant.

• Warrant Terms (Private Placement): Exercise price $0.25 per share; exercisable for 24 months.

• Statutory Hold Period: All securities issued in the private placement (including shares issuable upon warrant exercise) are subject to a four‑month plus one‑day hold period under Canadian securities law and CSE policies.

• Use of Proceeds:

• General corporate and administrative purposes
• Working capital replenishment
• Repayment of outstanding debts/obligations

• Potential payment under existing option agreement for mineral properties (if amendment not secured)

• Financial Context: As of September 30, 2025, Panther Minerals reported a working‑capital deficit of approximately $(405,000), underscoring the necessity of the financing.

• Regulatory Notes:

• Offering relies on NI 45‑106 Listed Issuer Financing Exemption (Part 5A) for Canadian investors (excluding Quebec).
• Securities are not registered in the United States and may not be offered there absent registration or an exemption.

• No security‑holder approval sought; offering proceeds under CSE Policy 4.6(2)(b) due to serious financial difficulty and board determination of best interest.

• Closing Conditions: Closing dates to be determined; subject to regulatory, exchange approvals, and satisfaction of customary conditions. Finder’s fees may be payable per CSE policies.

Notable Quotes

• Ram Kumar, CEO and Director: “Given our current working‑capital constraints, completing this financing is essential to maintain operations and preserve the Company’s business.”