Canterra Minerals Announces Increase to Private Placement to Fund Exploration in Newfoundland

Executive Summary

• Canterra Minerals announced an upsized private placement increasing total gross proceeds to up to C$5.7 million.
• The offering consists of up to 10,940,000 Critical Minerals flow‑through shares at $0.25 each (C$2.735 M) and up to 12,891,304 National flow‑through shares at $0.23 each (C$2.965 M).
• Net proceeds will be used for Canadian exploration of the company’s central Newfoundland projects, including Wilding Gold and Buchans Projects, with a target closing on December 23, 2025.

Key Details

• Placement Size: Upsized to a maximum of C$5.7 million in gross proceeds.
• Critical Minerals Flow‑Through Shares (CMFT):
• Up to 10,940,000 shares
• Price: $0.25 per share
• Gross proceeds: up to C$2,735,000
• National Flow‑Through Shares (FT):
• Up to 12,891,304 shares
• Price: $0.23 per share
• Gross proceeds: up to C$2,965,000
• Use of Proceeds: Funding Canadian exploration expenses for projects in central Newfoundland; qualifying expenditures must be incurred by Dec 31, 2026 and renounced to subscribers by Dec 31, 2025.
• Indemnification Clause: If CRA reduces qualifying expenditures, Canterra will indemnify subscribers for any additional taxes resulting from the shortfall.
• Finder’s Fees/Warrants: May be paid to arm‑length parties introducing investors; subject to TSXV approval.
• Closing Date: Expected on or about December 23, 2025 (or earlier/later by agreement).
• Holding Period: Shares subject to a hold period of four months plus one day after closing under Canadian securities law.
• Regulatory Restrictions: Shares are not registered in the U.S.; cannot be offered/sold to U.S. persons absent exemption or registration.

Notable Quotes

• “The Upsized Private Placement provides us with the capital needed to advance our exploration program in central Newfoundland, positioning Canterra to capitalize on the region’s significant critical mineral potential.” – Chris Pennimpede, President & CEO

Materiality Assessment: Material – Positive (the financing materially enhances the company’s ability to fund its core exploration activities).