Oreterra Announces Over-Subscription and Upsizing of Non-Brokered Private Placement to $8 Million

Executive Summary

• Oreterra Metals Corp. announced an increase of its non‑brokered private placement by up to $2 million, raising the total potential gross proceeds to $8 million.
• The offering consists of up to $4 million in hard‑dollar units at $0.45 per unit and up to $4 million in flow‑through units at $0.50 per unit, with closing expected on or before February 27, 2026.
• Proceeds will be used for eligible exploration expenses (flow‑through portion) and primarily for exploration at the Trek property plus general working capital (hard‑dollar portion).

Key Details

• Offering Size: Up to $8,000,000 total gross proceeds.
• Units Offered:
• HD Units – up to $4,000,000 @ $0.45 each; each unit = 1 common share + 1 HD warrant (exercise $0.60, three‑year term).
• FT Units – up to $4,000,000 @ $0.50 each; each unit = 1 flow‑through common share + 1 FT warrant (exercise $0.60, three‑year term).
• Insider Participation: Insiders may purchase up to 5 % of the total offering under MI 61‑101 exemptions.
• Finder’s Fee: Up to 6 % of proceeds from HD or FT units, payable in cash, securities, or a combination, subject to TSXV rules.
• Use of Proceeds:
• FT Shares – fully allocated to eligible Canadian exploration expenses (including flow‑through critical mineral mining expenditures) on or before Dec 31 2027; renounced by Dec 31 2026.
• HD Units – primarily for exploration at the Trek property and general working capital.
• Closing Conditions: Expected on or before Feb 27 2026, subject to regulatory approvals (including TSXV). All securities carry a hold period of four months plus one day.
• Regulatory Disclaimers: Securities not registered under U.S. law; offering limited to jurisdictions where exemptions apply.

Notable Quotes

(No direct quotes were provided in the release.)