Rumbu Holdings Announces Filing of Life Offering Document for Private Placement

Executive Summary

• Rumbu Holdings Ltd. is proceeding with a non‑brokered private placement of up to 2,000,000 Units at $1.00 per Unit, targeting gross proceeds of $2,000,000.
• Each Unit consists of one common share and one common share purchase warrant; warrants are exercisable for 12 months after closing at $1.40 per share.
• The private placement is being offered under the Listed Issuer Financing Exemption (LIFE) and has received conditional acceptance from the TSX Venture Exchange, with expected closing around February 27, 2026.

Key Details

• Units Offered: Up to 2,000,000 Units (1 Common Share + 1 Warrant per Unit).
• Pricing: $1.00 per Unit → aggregate gross proceeds of $2,000,000.
• Warrant Terms: Exercisable for one common share at $1.40 per share for a period of twelve (12) months after the closing date.
• Exemption Used: Listed Issuer Financing Exemption (“LIFE”) under NI 45‑106 Part 5A; securities not subject to a hold period.
• Regulatory Filings: LIFE Offering Document filed on SEDAR+ (initial filing yesterday, amended today). Subscription Agreement available via the Company’s issuer profile.
• TSXV Approval: Conditional acceptance received; closing subject to corporate and regulatory approvals and final TSXV approval.
• Expected Closing: On or around February 27, 2026 (or other date as determined by the Company).
• Dealer/ Finder Compensation: May pay 6% cash and 6% warrants to registered dealers or finders per TSXV policies.
• Contact Persons: Ross O. Drysdale (Chairman) – tel. (403) 585‑3737; Daryl Lockyer (President & CEO) – tel. (403) 381‑3686.

Notable Quotes

(No direct quotes were included in the release.)