XXIX Announces $12 Million Financing

Executive Summary

• XXIX Metal Corp. announced a “best efforts” private placement to raise up to $12,000,290 through the sale of Ontario FT Units ($0.18), Québec FT Units ($0.19) and non‑flow‑through Units ($0.12).
• Proceeds will be allocated to eligible Canadian exploration expenses on the Opemiska Project (Québec) and Thierry Project (Ontario), with additional net proceeds used for a preliminary feasibility study, general corporate purposes, and working capital.
• The offering is expected to close around February 11, 2026, subject to regulatory approvals, and includes an agents’ option that could increase gross proceeds by up to $1,800,000.

Key Details

• Offered Securities & Pricing
• Ontario Charity Flow‑Through Units – $0.18 per unit
• Québec Charity Flow‑Through Units – $0.19 per unit
• Common Units (non‑flow‑through) – $0.12 per unit
• Composition of Units
• Each FT Unit = 1 common share + ½ warrant (qualifies as flow‑through).
• Each non‑FT Unit = 1 common share + ½ warrant (does not qualify as flow‑through).
• Warrant Terms
• Exercise price: $0.17 per share.
• Exercisable for 24 months post‑closing; restriction on exercise expires 61 days after issue.
• Maximum Units Offered
• Up to 58,343,800 common shares and 29,171,900 warrants.
• Use of Proceeds
• Gross proceeds from FT units → eligible Canadian exploration expenses (flow‑through mining expenditures) on:
  • Opemiska Project (Québec) – Québec FT Units
  • Thierry Project (Ontario) – Ontario FT Units
• Net proceeds from non‑FT Units → advancement of Opemiska preliminary feasibility study, additional studies, general corporate purposes, and working capital.
• Agents’ Option
• May sell additional units to increase total gross proceeds by up to $1.8 M; exercisable up to 72 hours before closing.
• Commission & Broker Warrants
• Agents receive a cash commission of 6.0% of aggregate gross proceeds.
• Broker warrants equal to 6.0% of the number of securities sold, each warrant allowing purchase of one common share at $0.12 for 24 months after closing.
• Closing Timeline
• Anticipated closing date: on or about February 11, 2026, pending TSX Venture Exchange and other regulatory approvals.
• Regulatory & Offering Conditions
• Offered under NI 45‑106 exemptions (Part 5A) and the Listed Issuer Financing Exemption; Canadian subscribers face no hold period, while non‑Canadian investors are subject to a four‑month‑plus‑one‑day hold period.
• Securities not registered in the U.S.; offering unavailable to U.S. persons without exemption.

Notable Quotes

• “The proceeds from this financing will enable us to advance critical exploration work at both Opemiska and Thierry, positioning XXIX Metal for continued growth as a leading Canadian copper developer,” – Guy Le Bel, Chief Executive Officer.