Magna Terra Closes Upsized Non-Brokered Private Placement for Gross Proceeds of $3.75 Million

Magna Terra Minerals Inc. closed a previously announced non-brokered private placement on September 22, 2026. The offering was upsized from an initial $2.0 million to $3.75 million due to strong investor demand. Gross proceeds total $3,750,008, comprised of two tranches:

• 8,421,056 premium flow-through common shares issued at $0.2375 per share.
• 10,000,000 common shares issued at $0.175 per share.

Proceeds are designated for Canadian exploration expenses qualifying as flow-through mining expenditures across projects in Newfoundland (Humber, Shellbird), New Brunswick (Prospect Or's Dream, Rocky Brook, Cape Spencer), and Argentina (Santa Cruz Province).

Insiders participated in the subscription. Michael Gentile, the largest shareholder, subscribed for 1,285,712 flow-through shares for $305,356.60. Patricia Kajda, a Director, subscribed for 130,194 common shares for $22,783.95. Post-closing ownership stands at 15.6% for Gentile and 0.1% for Kajda, plus RSUs and options.

Finder's fees of $96,663 were paid in cash, accompanied by 552,360 finders warrants exercisable at $0.2375 per share for 24 months. All securities carry a four-month-and-one-day hold period and remain subject to TSX Venture Exchange approval.

Magna Terra Minerals Inc. (MTT) closed an upsized financing of $3.75 million, a routine follow-up to announcements made on September 1 and September 3. The market had already priced in the upsizing, rendering the actual closing event incremental rather than transformative.

Insider participation by Michael Gentile and Patricia Kajda provides a signal of management confidence and aligns shareholder interests. The capital injection extends the company's exploration runway into late 2026 and early 2027, funding critical soil sampling, geophysics, and preparatory work ahead of planned drill programs.

The transaction involves the issuance of approximately 18.4 million new shares. This level of dilution is standard for early-stage explorers funding flow-through expenditures. The transaction does not alter the company's fundamental risk profile or exploration thesis, serving only to execute a previously disclosed capital raise.

Magna Terra Minerals Inc. (MTT) is an early-stage exploration company focused on district-scale mineral properties in Newfoundland, New Brunswick, and Argentina. Its flagship projects include the Humber Copper-Cobalt Project, a 50,000-hectare property in western Newfoundland. Recent soil sampling extended the Birch Zone to 4.2 km of strike, with copper values up to 1,130 ppm and cobalt up to 100 ppm. Geophysics suggest an additional 3 km of untested strike.

The company also holds the Rocky Brook Project, a 34,202-hectare property in the Bathurst Mining Camp. Trenching at Fossil Hill returned up to 9,590 ppm Cu in bedrock, while historic grab samples show up to 16.65% Cu and 0.64% Co. Additionally, Magna Terra’s Prospect Or’s Dream covers 15,923 hectares in New Brunswick. 2025 prospecting identified a 7.2 km strike length of low-sulphidation epithermal quartz veins with grab assays up to 735 ppb Au.

The company also holds optioned assets, including the Great Northern Project, which is optioned to Gold Hunter Resources, and the Luna Roja Project in Argentina, which is optioned to Lunex Metals.