TSX-V: TT Announces Closing of Tranche 1 for $9.09MM

On October 22, 2025, Total Metals Corp. announced the closing of the first tranche (Tranche 1) of its non-brokered private placement. The company issued 15,198,849 units at a price of C$0.60 per unit, raising gross proceeds of C$9,091,309.40.

Each unit consists of one common share and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share at an exercise price of C$0.90 for a period of 36 months.

The company paid C$573,226.75 in cash finders' fees and issued 945,378 finders' warrants. These finders' warrants are exercisable at C$0.60 for 36 months. The proceeds will be used to fund the acquisition of the High Lake and West Hawk Lake gold projects, advance exploration on the Electrolode Project, and for general corporate purposes.

The closing of this C$9.1M first tranche is a material and positive development. It significantly de-risks the company's recently announced strategy to acquire the High Lake and West Hawk Lake gold projects, which is a transformative transaction.

The financing was priced at C$0.60, substantially below the current market price of C$1.25, indicating strong investor demand. Successfully raising this capital is a major milestone, especially after the company had to amend its financing terms twice since the initial announcement in September, abandoning a more complex LIFE (Listed Issuer Financing Exemption) offering structure in favour of a traditional private placement. This demonstrates management's ability to adapt to market conditions to get a deal done.

However, a critical risk emerges from the details. The cash consideration for the asset acquisition is US$7,250,000. At a typical exchange rate (e.g., 1.37 CAD/USD), this equates to approximately C$9.93M. The C$9.1M raised in this first tranche is therefore insufficient on its own to cover the acquisition cost. The company's ability to close the acquisition is now entirely dependent on raising at least another ~C$1M in a subsequent tranche.

While the "Tranche 1" designation implies more funding is expected, the news release does not provide any details or certainty on a second closing. This introduces a significant short-term execution risk. If a second tranche does not materialize, the transformative acquisition could be in jeopardy.

Despite this risk, securing the vast majority of the required funding is a major step forward and makes the completion of the acquisition highly probable. It moves the company from a single-asset explorer to a multi-asset developer with an existing NI 43-101 compliant resource at the High Lake project. The market has already reacted positively to the acquisition announcement, and this financing largely validates that response.

Total Metals Corp. is a Canadian junior mineral exploration company. Historically, its flagship asset was the 100%-owned Electrolode Project, a 3,000-hectare property located in the Red Lake mining district of Ontario.

Following the pending acquisition, the company's focus will expand significantly. The new flagship project will likely be the High Lake Gold Project, which has an existing NI 43-101 compliant mineral resource estimate (April 2023) of 45,800 oz Au indicated at 9.38 g/t and 96,200 oz Au inferred at 10.43 g/t. The company is also acquiring the nearby West Hawk Lake Project. Both properties are located on the Ontario/Manitoba border and are considered royalty-free.