Vortex Metals Closes Upsized Non-Brokered Private Placement

Executive Summary

• Vortex Metals Inc. closed a non‑brokered private placement of 17,500,000 units at $0.04 per unit, generating gross proceeds of $700,000.
• Each unit consists of one common share and half of a share purchase warrant (full warrant exercisable at $0.08 for 36 months; possible acceleration if the share price exceeds $0.15).
• Proceeds are earmarked ≈ 40% for mining concession fees, ≈ 40% for exploration fees, and ≈ 20% for general working capital.

Key Details

• Units Issued: 17,500,000 units at $0.04 per unit → Gross proceeds: $700,000.
• Unit Composition: 1 common share + ½ share purchase warrant (full warrant = right to buy one additional share at $0.08).
• Warrant Terms: Exercisable for 36 months from issuance; Company may accelerate expiry after 18 months if the share price > $0.15 for ten consecutive trading days.
• Related‑Party Participation: Directors (the “Interested Parties”) acquired 2,200,000 units; transaction qualifies as a related‑party transaction under MI 61‑101 but is exempt from formal valuation and minority‑shareholder approval requirements per sections 5.5(a) and 5.7(1)(a).
• Use of Proceeds:
• ~40% for mining concession fees,
• ~40% for exploration fees,
• ~20% for general working capital.
• Hold Period: All securities subject to a hold period expiring 2026‑02‑07; additional restrictions may apply under applicable securities laws outside Canada.
• Regulatory Status: Offering remains pending final acceptance by the TSX Venture Exchange (TSXV). No US registration; securities cannot be offered/sold in the United States absent exemption.
• No Finder’s Fees Paid in connection with the offering.

Notable Quotes

(None provided in the release.)