TSX-V: TT announces Non-Brokered Private Placement

Executive Summary

• Total Metals Corp. announced a non‑brokered private placement of up to 6,666,666 Units at C$0.90 per Unit, targeting gross proceeds of approximately C$6 million.
• Each Unit consists of one common share and one warrant exercisable at C$1.15 for 36 months; finders may receive cash fees and additional finder’s warrants up to 8% of the units they source.
• Net proceeds are earmarked for advancing the Electrolode, High Lake, and West Hawk Lake projects, as well as working capital and general corporate purposes; closing is expected around November 28, 2025.

Key Details

• Units Offered: Up to 6,666,666 Units (each = 1 common share + 1 warrant).
• Pricing: C$0.90 per Unit → aggregate gross proceeds up to ~C$6,000,000.
• Warrant Terms: Each warrant exercisable for one additional common share at C$1.15, valid for 36 months from closing date.
• Finder Compensation:
• Cash finder's fee of up to 8% of gross proceeds attributable to each finder (subject to regulatory approval).
• Finder’s Warrants equal to up to 8% of the number of Units sourced; each warrant exercisable at C$0.90 for one share, also valid for 36 months.
• Use of Proceeds: Advancement of wholly‑owned Electrolode Project and the High Lake & West Hawk Lake Projects; also for working capital and general corporate purposes (may be reallocated as needed).
• Closing Date: Expected on or about November 28, 2025, subject to TSX‑V approval and other regulatory consents.
• Offering Conditions: Units offered to accredited investors under Canadian National Instrument 45‑106; U.S. persons may participate via applicable exemptions; securities issued to Canadian purchasers subject to a four‑month plus one day hold period; no hold period expected for non‑Canadian purchasers.
• Prior Tranche Reference: Following the October 20, 2025 announcement of the first tranche closing, an additional C$2,400 and 4,000 non‑transferable finder warrants (exercise price C$0.60) were issued to eligible arm’s‑length finders.

Notable Quotes

“The proceeds from this financing will enable us to accelerate exploration at Electrolode and our other high‑potential projects while providing the liquidity needed for ongoing corporate activities.” – Tyler Thorburn, President & CEO.