Copper Road increases financing to $949,900

Executive Summary

• Copper Road Resources Inc. has announced a second upsizing of its non-brokered private placement due to investor demand, increasing the total offering size.
• The offering now includes up to 9,997,143 common share units and 13,333,333 flow-through (FT) units, targeting gross proceeds of up to $949,900 in total.
• Proceeds will be allocated to property payments and exploration on the Ben Nevis project and other Ontario properties, as well as general working capital.

Key Details

• Common Share Units:
  • Quantity: Up to 9,997,143 units.
  • Price: 3.5 cents per unit.
  • Gross Proceeds: Up to $349,900.
  • Composition: Each unit consists of one common share and one common share purchase warrant.
• Flow-Through (FT) Units:
  • Quantity: Up to 13,333,333 units.
  • Price: 4.5 cents per FT unit.
  • Gross Proceeds: Up to $600,000.
  • Composition: Each FT unit consists of one common share issued as a flow-through share (under Subsection 66(15) of the Income Tax Act (Canada)) and one warrant.
• Warrant Terms:
  • Each warrant entitles the holder to purchase one common share.
  • Exercise Price: 5 cents per share.
  • Expiration: 18 months after the date of issuance.
• Use of Proceeds:
  • FT Unit Proceeds: Used to incur eligible Canadian exploration expenses qualifying as flow-through critical mineral mining expenditures; renounced in favor of subscribers effective Dec. 31, 2025. Specific use includes exploration of the Ben Nevis project or other Ontario properties.
  • Common Unit Proceeds: Used for property payments on the Ben Nevis project and general working capital.
• Transaction Structure & Conditions:
  • Finders' fees may be paid to eligible finders.
  • Insiders may participate, constituting a related party transaction under Multilateral Instrument 61-101 (MI 61-101).
  • The company relies on exemptions from valuation and minority shareholder approval requirements under MI 61-101 (sections 5.5(a) and 5.7(1)(a)), as the fair market value of securities acquired by insiders will not exceed 25% of the company's market capitalization.
  • Hold Period: All securities are subject to a hold period of four months and one day from issuance.
  • Regulatory Approval: Completion is subject to required regulatory approvals, including the TSX Venture Exchange.
• Closing Timeline:
  • The offering may close in one or more tranches.
  • Anticipated first closing date: On or about Dec. 22, 2025.