Canterra Minerals Closes $5.7M Flow-Through Private Placement to Fund Exploration in Newfoundland

Executive Summary

• Canterra Minerals closed a private placement raising total gross proceeds of C$5,705,361.51 through the issuance of Critical Minerals flow‑through shares and National flow‑through shares.
• Proceeds will be used for Canadian exploration expenses on the Wilding Gold and Buchans projects in central Newfoundland, qualifying as flow‑through mining expenditures under the Income Tax Act.
• The placement included finders’ fees of $50,000 cash plus 135,848 non‑transferable warrants; all securities are subject to a hold period ending April 24 2026.

Key Details

• Total gross proceeds: C$5,705,361.51.
• Critical Minerals flow‑through shares (CMFT): 10,980,000 shares at $0.25 each → C$2,745,000 gross proceeds. Each share includes one common share designated as a “critical mineral flow‑through share.”
• National flow‑through shares (FT): 12,871,137 shares at $0.23 each → C$2,960,361.51 gross proceeds. Each share includes one common share designated as a “flow‑through share.”
• Use of proceeds: Funding Canadian exploration expenses on the Wilding Gold and Buchans projects; expenditures must be incurred by 31 Dec 2026 and renounced to subscribers no later than 31 Dec 2025 in an amount not less than the gross proceeds.
• Indemnity provision: If CRA reduces qualifying expenditures, Canterra will indemnify subscribers for any additional taxes resulting from failure to meet renunciation obligations.
• Finders’ compensation: $50,000 cash plus 135,848 non‑transferable warrants (49,000 CMFT warrants exercisable at $0.25; 86,848 FT warrants exercisable at $0.23), each with a 12‑month expiry from issuance.
• Hold period: All issued shares and warrants are subject to a hold period ending 24 Apr 2026 under Canadian securities laws.
• Regulatory disclaimer: Securities not registered in the United States; offering restricted to non‑U.S. persons per Regulation S.

Notable Quotes

• “The successful closing of this private placement provides us with the capital needed to advance our exploration program in central Newfoundland, positioning Canterra for the next major discovery.” – Chris Pennimpede, President & CEO.