Oreterra Metals increases placement to $9-million

Executive Summary

• Oreterra Metals Corp. has announced a further upsizing of its non-brokered private placement due to significant demand, increasing aggregate gross proceeds to up to $9 million.
• The offering consists of two tranches: up to $4.5 million in hard-dollar units (HD units) priced at $0.45 per unit and up to $4.5 million in flow-through units (FT units) priced at $0.50 per unit.
• The offering is scheduled to close on February 27, 2026, subject to regulatory approvals, with net proceeds primarily allocated to exploration at the Trek property and general working capital.

Key Details

• Total Gross Proceeds: Up to $9 million.
• Hard-Dollar Units (HD Units):
  • Quantity: Up to $4.5 million worth.
  • Price: $0.45 per HD unit.
  • Composition: One common share and one common share purchase warrant per unit.
  • Warrant Terms: Entitles holder to acquire one additional common share at an exercise price of $0.60 per share for three years following closing.
• Flow-Through Units (FT Units):
  • Quantity: Up to $4.5 million worth.
  • Price: $0.50 per FT unit.
  • Composition: One common flow-through share and one common share purchase warrant per unit.
  • Warrant Terms: Entitles holder to acquire one additional common share at an exercise price of $0.60 per share for three years following closing.
  • Tax Status: Qualifies as flow-through shares under Subsection 66(15) of the Income Tax Act (Canada).
  • Renunciation: Qualifying expenditures (Canadian exploration expenses and flow-through critical mineral mining expenditures) will be renounced to initial purchasers with an effective date no later than December 31, 2026.
  • Expenditure Deadline: Qualifying expenditures in an aggregate amount not less than the gross proceeds from FT shares will be incurred (or deemed incurred) on or before December 31, 2027.
• Use of Proceeds:
  • FT Units: Gross proceeds used to incur eligible resource exploration expenses.
  • HD Units: Net proceeds primarily used for exploration activities at the Trek property and general working capital purposes.
• Insider Participation: Insiders may subscribe for up to 5% of the offering. This is exempt from valuation and minority shareholder approval requirements of Multilateral Instrument 61-101.
• Finder’s Fees: The company may pay eligible finders a fee of 6% of the proceeds from the sale of HD or FT units, payable in cash, securities, or a combination, subject to TSX Venture Exchange rules.
• Closing Date: Scheduled for February 27, 2026, or such other date as determined by the company, subject to receipt of all required regulatory approvals (including TSX-V).
• Hold Period: All securities issued are subject to a hold period of four months and one day from the closing date.

Notable Quotes

• No direct quotes from the CEO or President were included in the provided text.