PTX Metals Inc. Announces Private Placement Amendments

Executive Summary

• PTX Metals Inc. upsized its LIFE private placement from $1.5 M to a maximum of $3.5 M and adds up to $1.5 M of charity flow‑through units priced at $0.15 each.
• The offering includes hard‑dollar (HD) units at $0.10 per unit, each consisting of one common share plus half a warrant exercisable at $0.16 for 36 months; warrants are restricted from exercise for the first 61 days.
• Proceeds will fund general corporate working capital (HD units) and eligible Canadian exploration expenses on Ontario projects (CFT units), with qualifying expenditures to be incurred by 31 Dec 2026 and renounced by 31 Dec 2025.

Key Details

• Offering Size: Increased maximum aggregate gross proceeds to $3,500,000 (LIFE Offering).
• Charity Flow‑Through Units (CFT): Up to $1,500,000 of CFT units at $0.15 per unit.
• Hard‑Dollar Units (HD): Priced at $0.10 per unit; minimum offering amount $2,000,000.
• Unit Composition: Each Unit = 1 common share + ½ share purchase warrant.
• Warrant Terms: Exercise price $0.16 per share; exercisable for 36 months from issuance; exercise restriction expires 61 days after issuance.
• Use of Proceeds – HD Units: General corporate expenses and working capital.
• Use of Proceeds – CFT Units: Eligible Canadian exploration expenses qualifying as flow‑through critical mineral mining expenditures on Ontario projects, to be incurred by 31 Dec 2026 and renounced by 31 Dec 2025.
• Non‑LIFE Offering: Concurrent raise of up to $1,000,000 via FT units at $0.135 per unit and up to $500,000 via CFT units at $0.15; these securities are subject to a 4‑month + 1‑day hold period.
• Closing Timeline: Multiple tranches possible; final closing expected on 26 Sep 2025, subject to regulatory approvals and TSXV acceptance.
• Insider Participation: Allowed under MI 61‑101 exemptions; related‑party transactions not expected to exceed 25 % of market cap.
• Finder Compensation: Cash fee equal to 7 % of gross proceeds plus finder warrants equal to 7 % of units issued; finder warrants exercisable at $0.14 per share, with a 2‑year term and a statutory hold period of 4 months + 1 day.

Notable Quotes

• “The upsized LIFE Offering reflects strong market interest and provides us with the capital needed to advance our Ontario projects while supporting charitable initiatives,” – Greg Ferron, President & CEO.