Titan Mining Announces US$15 Million Investment from a leading Institutional Investor to Accelerate U.S Graphite Development in New York

Executive Summary

• Titan Mining Corp. announced a US$15 million private placement financing from a leading institutional equity investor, issued via 6,666,666 special warrants at US$2.25 per warrant.
• The proceeds, together with an existing US$5.5 million EXIM Bank commitment, will fast‑track the Kilbourne Graphite Project feasibility study (target completion 2026) and move the project toward construction.
• Each special warrant converts into one common share plus a common‑share purchase warrant; warrants are exercisable in two tranches with premiums of 35% and 65% to the issue price, and may be called if Titan’s share price exceeds 150% of the exercise price for specified periods.

Key Details

• Financing Amount: US$15 million (approximately C$23.1 million at the disclosed exchange rate).
• Instrument: 6,666,666 special warrants (“Special Warrants”).
• Issue Price: US$2.25 per Special Warrant (equivalent to C$3.10 per warrant).
• Conversion Rights: Each Special Warrant entitles the holder, upon satisfaction of certain conditions, to receive:
• One common share of Titan Mining Corp.; and
• One common‑share purchase warrant (“Warrant”).
• Warrant Exercise Structure:
• Exercisable for up to three years in two tranches.
• First tranche (50% of Warrants) exercisable at a 35% premium to the Issue Price.
• Second tranche (remaining 50%) exercisable at a 65% premium to the Issue Price.
• Call Feature: Titan may call the Warrants if its common shares trade above 150% of the applicable exercise price for 15 trading days within any 30‑day period, with a 30‑day prior notice; holders must then exercise or forfeit the Warrants.
• Placement Agent: Maxim Group LLC (exclusive placement agent).
• Use of Proceeds:
• Strengthen Titan’s balance sheet.
• Accelerate completion of the Kilbourne Graphite Feasibility Study (targeted for 2026).
• Advance the Kilbourne project toward construction.
• Existing Funding Support: Prior US$5.5 million U.S. EXIM Bank commitment remains in place, complementing this new financing.
• Regulatory Disclaimer: Securities not registered under the U.S. Securities Act; offering limited to persons outside the United States or exempt investors per Regulation S.

Notable Quotes

(No direct quotes were provided in the release.)