Heritage Mining Announce Closing of First Tranche of Non-Brokered Private Placement

Executive Summary

• Heritage Mining closed the first tranche of its previously announced non‑brokered private placement, raising $665,000 in gross proceeds.
• The offering consisted of 8,000,000 Units at $0.04 each and 8,625,000 flow‑through (FT) Shares at $0.04 each; proceeds will fund exploration on the Melba and Drayton‑Black Lake projects and general working capital.
• Finders’ fees of $21,600 cash plus 525,000 compensation unit warrants were paid, and insiders purchased 3,500,000 Units and 1,000,000 FT Shares under exempt related‑party transaction provisions.

Key Details

• Units Issued: 8,000,000 Units @ $0.04 per Unit → $320,000 gross proceeds.
• FT Shares Issued: 8,625,000 FT Shares @ $0.04 per Share → $345,000 gross proceeds.
• Total Gross Proceeds (first tranche): $665,000.
• Unit Composition: 1 common share + 1 common‑share purchase warrant per Unit.
• Warrant Terms: Exercise price $0.05 per warrant share; expires 60 months from closing at 4:30 pm PST on the expiry date.
• Use of Proceeds:
• Eligible Canadian exploration expenses (flow‑through mining expenditures) eligible for the Critical Mineral Exploration Tax Credit.
• Follow‑up exploration and drilling programs on the Melba Project and Drayton‑Black Lake Project.
• General working capital.
• Hold Period: Securities subject to a four‑month hold period under applicable securities laws.
• Finder’s Fees Paid: $21,600 cash + 525,000 compensation unit warrants (each warrant grants one common share and one regular warrant at $0.04 exercise price for 60 months).
• Insider Participation: Insiders purchased a total of 3,500,000 Units and 1,000,000 FT Shares; transactions relied on exemptions from MI 61‑101 valuation and minority‑shareholder approval requirements (fair market value ≤ 25% of market cap).
• President/CEO Comment: “This prompt closing of the first tranche allows Heritage Mining to maintain its exploration momentum, with our primary focus remaining on the Melba Project… we look forward to completing the final tranche in short order.” – Peter Schloo.

Notable Quotes

“This prompt closing of the first tranche allows Heritage Mining to maintain its exploration momentum, with our primary focus remaining on the Melba Project. We appreciate the continued support of both new and existing stakeholders and look forward to completing the final tranche in short order.” – Peter Schloo, President, CEO & Director

Materiality Assessment: Material – Positive (significant financing that directly supports ongoing exploration activities).