Allied Critical Metals Inc. (CSE: ACM,OTC:ACMIF) (OTCQB: ACMIF) (FSE: 0VJ0) (‘Allied’ or the ‘Company’) is pleased to announce the appointment of the Honourable Marco Mendicino as a Strategic Advisor to the Company. The Honourable Marco Mendicino is Senior Counsel and Strategic Advisor to the firm at Cassels, Brock & Blackwell LLP. A former federal prosecutor, Cabinet Minister, and Chief of Staff to Prime Minister Mark Carney, he brings two decades of leadership in the law, government and public policy.

Mr. Mendicino led the Prime Minister’s Office through a national election and one of the most significant transitions of government in recent decades, advancing major projects legislation, working with Premiers and Indigenous leaders, and closely advising the Prime Minister while at the White House, NATO, and G7.

Elected three times as the Member of Parliament for Eglinton-Lawrence, Mr. Mendicino served in Cabinet as Minister of Immigration and Minister of Public Safety and chaired the Five Eyes on behalf of Canada.

A Senior Fellow at the University of Toronto’s Munk School, he contributes to national conversations on governance and the rule of law and frequently appears in the media as a commentator.

‘We are excited to add Marco Mendicino to our team as a Strategic Advisor. Mr. Mendicino brings decades of business, legal and political expertise to Allied,’ commented Roy Bonnell, CEO & Director of Allied. ‘Tungsten is a strategic asset globally and we will benefit from Mr. Mendicino’s global view on how to best develop our assets for the benefit of all shareholders.’

‘I am very pleased to join the team at Allied. Their tungsten assets in Portugal are strategically located in a NATO member state and have historically been very important assets from a global security perspective. Seeing these past producing mines come back into production will be a major development from a NATO security perspective,’ commented Honourable Marco Mendicino, Strategic Advisor to the Company. ‘We will work closely with all stakeholders to ensure these assets are developed for the benefit of Portugal and its allies.’

Mr. Mendicino joins a team that also includes the appointment of Major General (Ret.) James A. ‘Spider’ Marks and former U.S. Secretary of Homeland Security Kirstjen M. Nielsen as Directors of Allied’s wholly owned U.S. subsidiary, Allied Critical Metals USA Inc. (‘Allied USA‘). Allied USA is dedicated to the importation, marketing and sales of tungsten into the United States.

About Allied Critical Metals Inc.

Allied Critical Metals Inc. is a Canadian-based mining company focused on the advancement and revitalization of its 100%-owned Borralha Tungsten Project and the Vila Verde Tungsten Project in northern Portugal.

The Borralha Project is one of the largest undeveloped tungsten resources within the European Union and benefits from a favourable Environmental Impact Declaration (DIA), positioning the Project for advancement toward feasibility and development. Vila Verde represents additional exploration upside within the same strategic jurisdiction.

Tungsten has been designated a critical raw material by the United States and the European Union due to its strategic importance in defense, aerospace, manufacturing, automotive, electronics and energy applications. Currently, China, Russia and North Korea account for approximately 87% of global tungsten supply and reserves, highlighting the importance of secure western sources.

Further details regarding the Borralha Project are available in the Company’s NI 43-101 Technical Report dated December 30, 2025, filed on SEDAR+ at www.sedarplus.ca and on the Company’s website at www.alliedcritical.com.

Please also visit our website at www.alliedcritical.com.

Also visit us at:

LinkedIn: https://www.linkedin.com/company/allied-critical-metals-inc/
X: https://x.com/@alliedcritical/
Facebook: https://www.facebook.com/alliedcriticalmetals/
Instagram: https://www.instagram.com/alliedcriticalmetals/

The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding Forward-Looking Information

This news release contains ‘forward-looking statements’, including with respect to the use of proceeds. Wherever possible, words such as ‘may’, ‘would’, ‘could’, ‘should’, ‘will’, ‘anticipate’, ‘believe’, ‘plan’, ‘expect’, ‘intend’, ‘estimate’, ‘potential for’ and similar expressions have been used to identify these forward-looking statements. These forward-looking statements reflect the current expectations of the Company’s management for future growth, results of operations, performance and business prospects and opportunities, and involve significant known and unknown risks, uncertainties and assumptions, including, without limitation, those listed in the Company’s filings with the Canadian securities regulatory authorities (which may be viewed under the Company’s profile at www.sedarplus.ca). Examples of forward-looking statements in this news release include, but are not limited to, statements regarding the proposed timeline and use of proceeds for exploration and development of the Company’s mineral projects as described in the Company’s news releases, and corporate presentations. Should one or more of these risks or uncertainties materialize or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance or achievements may vary materially from those expressed or implied by the forward-looking statements contained in this news release. These factors should be considered carefully, and prospective investors should not place undue reliance on the forward-looking statements. This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements and reference should also be made to the Company’s most recently filed management’s discussion and analysis, all as filed under its SEDAR+ profile at www.sedarplus.ca for a description of additional risk factors. The Company disclaims any intention or obligation to revise forward-looking statements whether as a result of new information, future developments or otherwise, except as required by law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/286145

Blackrock Silver Corp. (TSXV: BRC,OTC:BKRRF) (OTCQX: BKRRF) (FSE: AHZ0) (‘Blackrock’ or the ‘Company’) is pleased to announce the issuance by the Nevada Department of Environmental Protection (NDEP), through the Bureau of Air Pollution Control, the Class II Air Quality and Surface Disturbance Permit (the ‘Permit’) for the Company’s Tonopah West mineral project (‘Tonopah West’) located along the Walker Lane Trend in Nye and Esmeralda Counties, Nevada, USA.

The Permit allows for the disturbance of up to 150 acres (60.7 Hectares) at Tonopah West with appropriate dust control measures and an ongoing program using the best practical methods to prevent particulate matter from becoming airborne. The term of the Permit is five (5) years, which can be extended and modified as Tonopah West moves toward permitting and construction of its proposed exploration decline, test mining and bulk sample extraction programs.

Data collection continues for the hydrogeological and geochemical programs that will form the basis for the Water Pollution Control Permit. Five humidity cells are in process to review acid generating potential of the waste and mineralized lithologies that will be encountered and transported to the surface during the tunneling and construction of the exploration decline including stockpiles for mineralized material mined as part of the bulk sample program.

The hydrogeological program is designed to understand the groundwater dynamics focused on potential flow and volumes to support required management and disposal as needed during the test mining and bulk sample phase of the program. Waste dump, stockpiles and portal entry engineering designs are on schedule and will be completed and used to calculate surface disturbance that will be the cornerstone for the Modification to the Nevada Reclamation Permit. The permitting process is on schedule with all permits anticipated by mid-2027. Once all permits are in hand, the Company will decide when to commence with the exploration decline, test mining and bulk sample extraction programs at Tonopah West.

Qualified Persons

Blackrock’s exploration activities at Tonopah West are conducted and supervised by Mr. William Howald, Executive Chairman of Blackrock. Mr. William Howald, AIPG Certified Professional Geologist #11041, is a Qualified Person as defined under National Instrument 43-101 – Standards of Disclosure for Mineral Projects. He has reviewed and approved the contents of this news release.

About Blackrock Silver Corp.

Blackrock Silver Corp. is an American-focused emerging primary silver developer systematically advancing the high-grade Tonopah West Project, situated in the historic ‘Queen of the Silver Camps’ in a jurisdiction consistently ranked as one of the top mining regions globally. The Company is backstopped by a veteran board and technical team with a proven track record of discovering, financing, and building major precious metal mines in Nevada and globally. Blackrock is committed to establishing a secure, high-margin, domestic supply of silver and gold.

Additional information on Blackrock Silver Corp. can be found on its website at www.blackrocksilver.com and by reviewing its profile on SEDAR+ at www.sedarplus.ca.

Cautionary Note Regarding Forward-Looking Statements and Information

This news release contains ‘forward-looking statements’ and ‘forward-looking information’ (collectively, ‘forward-looking statements‘) within the meaning of Canadian and United States securities legislation, including the United States Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, are forward-looking statements. Forward-looking statements in this news release relate to, among other things: the Company’s strategic plans; the Company’s permitting initiatives at Tonopah West, including the anticipated receipt of all permits by mid-2027; the proposed commencement of an exploration decline, test mining and bulk sample extraction programs at Tonopah West; the Company’s de-risking initiatives at Tonopah West; estimates of mineral resource quantities and qualities; estimates of mineralization from drilling; geological information projected from sampling results; and the potential quantities and grades of the target zones.

These forward-looking statements reflect the Company’s current views with respect to future events and are necessarily based upon a number of assumptions that, while considered reasonable by the Company, are inherently subject to significant operational, business, economic and regulatory uncertainties and contingencies. These assumptions include, among other things: conditions in general economic and financial markets; accuracy of assay results; geological interpretations from drilling results, timing and amount of capital expenditures; performance of available laboratory and other related services; future operating costs; the historical basis for current estimates of potential quantities and grades of target zones; the availability of skilled labour and no labour related disruptions at any of the Company’s operations; no unplanned delays or interruptions in scheduled activities; all necessary permits, licenses and regulatory approvals for operations are received in a timely manner; the ability to secure and maintain title and ownership to properties and the surface rights necessary for operations; and the Company’s ability to comply with environmental, health and safety laws. The foregoing list of assumptions is not exhaustive.

The Company cautions the reader that forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from those expressed or implied by such forward-looking statements contained in this news release and the Company has made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation: the timing and content of work programs; results of exploration activities and development of mineral properties; the interpretation and uncertainties of drilling results and other geological data; receipt, maintenance and security of permits and mineral property titles; environmental and other regulatory risks; project costs overruns or unanticipated costs and expenses; availability of funds; failure to delineate potential quantities and grades of the target zones based on historical data; general market and industry conditions; and those factors identified under the caption ‘Risks Factors’ in the Company’s most recent Annual Information Form.

Forward-looking statements are based on the expectations and opinions of the Company’s management on the date the statements are made. The assumptions used in the preparation of such statements, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statements were made. The Company undertakes no obligation to update or revise any forward-looking statements included in this news release if these beliefs, estimates and opinions or other circumstances should change, except as otherwise required by applicable law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/286059

(TheNewswire)

March 2nd, 2026 TheNewswire – Muskoka, Ontario Steadright Critical Minerals Inc. (CSE:SCM,OTC:SCMNF) (‘Steadright’ or the ‘Company’) is pleased to announce that it has closed the first tranche of its previously announced non-brokered private placement (the ‘Offering’), pursuant to which the Company sold 4,336,816 Units (the ‘Units’) in the capital of the Company at a price of $0.25 per Unit, for aggregate gross proceeds of $1,084,204.00. The Company intends to use the net proceeds for general working capital and corporate purposes.

Each Unit is comprised of one common share in the capital of the Company (each a ‘Common Share’) and one common share purchase warrant (each, a ‘Warrant’). Each Warrant entitles the holder to acquire one further Common Share at a price of $0.31 per Common Share for a period of twenty-four months from the date of issuance.

In consideration for their services, certain finders received a cash commission (the ‘Commission‘) equal to 8.0% on eligible subscriptions of the gross proceeds of the Offering totalling $56,300.00 and a broker warrant commission equal to 8% on eligible subscriptions of the gross proceeds of the Offering (the ‘Broker Warrants‘), being 225,200 Broker Warrants. The Commission was paid in accordance with the policies of the Canadian Securities Exchange and relevant Canadian securities laws.

The Common Shares, Warrants and Broker Warrants issued pursuant to the Offering will be subject to a regulatory hold period of four months and one day from the date of issuance. The Offering remains subject to final Canadian Securities Exchange acceptance of requisite regulatory filings.

Says Steadright CEO, Matt Lewis, ‘We are quite encouraged by the enthusiasm surrounding the first tranche of our capital raise, and are also working hard progressing our Moroccan assets forward.’

ATRIUM RESEARCH REPORT:  

Atrium Research on February 27, 2026 disseminated an Initiation Research Report:

Steadright Critical Minerals – Strategic Moroccan Acquisitions; Fast-Track to Production

https://mcusercontent.com/4bc421505c66d079778a0d0be/files/1c1e56b4-f41f-482d-d257-9f78de081319/20260227_Atrium_SCM_Initiation.01.pdf

ABOUT Steadright Critical Minerals INC.

Steadright Critical Minerals is a mineral exploration company established in 2019. Steadright has been focused since late spring 2025 on finding exploration and historical mining projects that can be brought into production within the Moroccan critical mineral space. Steadright currently has exposure through a Moroccan entity known as NSM Capital Sarl, with over 192 sq KMs of mineral exploration claims called the TitanBeach Titanium  Project, and found in the Southern Provinces of Morocco. Steadright also has signed a Binding MOU for the historic Goundafa Mine within the Kingdom of Morocco, has acquired the Copper Valley historic copper-lead-silver project and has an LOI with SilverLine Mining Sarl.

ON BEHALF OF THE BOARD OF DIRECTORS

For further information, please contact:

Matt Lewis

CEO & Director

Steadright Critical Minerals Inc.

Email: enquires@steadright.ca

Website and Company Presentation: www.steadright.ca

Phone: 1-905-410-0587

Neither the Canadian Securities Exchange (the ‘CSE’) nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

This news release contains ‘forward-looking information’ within the meaning of applicable Canadian securities legislation. Forward-looking information in this release includes, but is not limited to, statements regarding the completion and size of the Offering, the expected use of proceeds, the potential payment of finder’s fees, the receipt of all necessary regulatory approvals, and the Company’s business plans and exploration objectives. Forward-looking information is subject to known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of Steadright to be materially different from those expressed or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to: the risk that the Offering may not be completed or may not be completed on the terms described herein; the use of proceeds may differ from management’s current expectations; the risk that regulatory approvals may not be received in a timely manner, or at all; risks related to the junior mining and exploration industry generally; fluctuations in commodity prices; access to financing on acceptable terms; general economic, market and business conditions; and changes in laws and regulations. Although Steadright has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Forward-looking information contained herein is based on management’s current expectations, estimates, projections, assumptions and beliefs, and is provided as of the date of this news release. Steadright does not undertake to update any forward-looking information, except as required by applicable securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the ‘U.S. Securities Act‘) or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is available. ‎

Not for distribution to United States Newswire Services or for dissemination in the United States  

Copyright (c) 2026 TheNewswire – All rights reserved.

Virtual Investor Conferences, the leading proprietary investor conference series, announced the agenda for the Clean Energy & Renewables Virtual Investor Conference to be held March 5th.

Individual investors, institutional investors, advisors, and analysts are invited to attend.

REGISTER HERE

It is recommended that investors pre-register and run the online system check to expedite participation and receive event updates. There is no cost to log-in, attend live presentations, or schedule 1×1 meetings with management.

Please Schedule 1×1 Meetings here.

‘We’re excited to host the Clean Energy & Renewables Virtual Investor Conference and showcase a diverse group of companies driving meaningful innovation across the sector,’ said Jason Paltrowitz, Executive Vice President of Corporate Services at OTC Markets Group. ‘This event provides a unique opportunity for these companies to share their strategies and connect directly with investors.’

March 5^th

To facilitate investor relations scheduling and to view a complete calendar of Virtual Investor Conferences, please visit www.virtualinvestorconferences.com.

About Virtual Investor Conferences^®

Virtual Investor Conferences (VIC) is the leading proprietary investor conference series that provides an interactive forum for publicly traded companies to seamlessly present directly to investors.

Providing a real-time investor engagement solution, VIC is specifically designed to offer companies more efficient investor access. Replicating the components of an on-site investor conference, VIC offers companies enhanced capabilities to connect with investors, schedule targeted one-on-one meetings and enhance their presentations with dynamic video content. Accelerating the next level of investor engagement, Virtual Investor Conferences delivers leading investor communications to a global network of retail and institutional investors.

Media Contact: 
OTC Markets Group Inc. +1 (212) 896-4428, media@otcmarkets.com

Virtual Investor Conferences Contact:
John M. Viglotti
SVP Corporate Services, Investor Access
OTC Markets Group 
(212) 220-2221
johnv@otcmarkets.com

Oreterra Metals Corp. (TSXV: OTMC,OTC:RMIOD) (OTCID: OTMCF) (OTCID: RMIOD) (FSE: D4R0) (WKN: A421RQ) (‘Oreterra’ or the ‘Company’) is pleased to announce that, further to its press releases of February 10, 2026, February 12, 2026, February 18, 2026 and February 19, 2026, it has closed the first tranche of its oversubscribed and upsized non-brokered private placement with the placement of 12,068,332 hard-dollar units (‘HD Units’) of the Company at a price of $0.45 per HD Unit for gross proceeds of $5.43M and the placement of 7,708,000 flow-through units (‘FT Units’) at a price of $0.50 per FT Unit for gross proceeds of $3.85M (collectively, the ‘First Closing’). A second closing of the private placement, bringing gross proceeds to $9.7M, is scheduled for March 4, 2026.

‘The fact that this financing has attracted the extraordinary level of interest that it has, is a testament to the strength of Trek South as a porphyry copper-gold discovery prospect and the strong resurgence of market interest in such prospects,’ said Kevin Keough, CEO. ‘More than 115 separate investors participated, 83% of whom are new to the Company, including major funds who as a group will now own approximately 25% of the Company on a fully diluted basis, and resource-knowledgeable investors from as far afield as Europe and Australia. Moreover, we also achieved exposure to most of the major mining-focused brokerage firms in the country. All of this has broadened awareness of Oreterra and its prospects as we advance, now fully financed, toward the first-ever drilling of Trek South this summer.’

Offering Details:

The non-brokered private placement is now for aggregate gross proceeds of up to $9,684,000 through the issuance of a combination of $5,500,000 in hard-dollar units (‘HD Units‘) of the Company at a price of $0.45 per HD Unit and $4,184,000 in flow-through units (‘FT Units‘) at a price of $0.50 per FT Unit (collectively, the ‘Offering‘).

Each HD Unit, priced at $0.45, comprises one (1) common share of the Company and one (1) common share purchase warrant (each a ‘HD Warrant‘). Each HD Warrant entitles the holder to acquire one additional common share of the Company at an exercise price of $0.60 per share for three years following the closing of the Offering.

Each FT Unit, priced at $0.50, comprises one (1) flow-through share of the Company (each a ‘FT Share‘) and one (1) common share purchase warrant (each an ‘FT Warrant‘). Each FT Warrant entitles the holder to acquire one additional common share of the Company at an exercise price of $0.60 per share for three years following the closing of the Offering.

First Closing Details:

The Company paid ten eligible finders. Nine received cash fees in the aggregate of $409,917.05 and 840,751 broker warrants (each a ‘Broker Warrant‘). Each Broker Warrant entitles the holder thereof to acquire one additional common share of the Company at an exercise price of $0.60 per share for three years following the closing of the Offering. The tenth finder received 18,000 HD Units in lieu of cash compensation of $8,100.

All securities issued under the First Closing are subject to a hold period expiring on June 28, 2026.

Three Insiders subscribed for $216,000 of the First Closing, with one insider subscribing for $150,000 of HD Units and two insiders subscribing for $66,000 of FT Units. Such insider private placements are exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 (‘MI 61-101‘) by virtue of the exemptions contained in sections 5.5(a) and 5.7(1) (a) of MI 61-101 in that the fair market value of the consideration for the securities of the Company which have been issued to the insiders does not exceed 25% of its market capitalization.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the ‘U.S. Securities Act‘), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

The FT Shares will qualify as ‘flow-through shares’ (within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the ‘Tax Act’). An amount equal to the proceeds received from the issuance of the FT Shares will be used to incur eligible resource exploration expenses which will qualify as (i) ‘Canadian exploration expenses’ (as defined in the Tax Act), and (ii) as ‘flow-through critical mineral mining expenditures’ (as defined in subsection 127(9) of the Tax Act) (collectively, the ‘Qualifying Expenditures‘).

Expenditures in an aggregate amount not less than the proceeds raised from the issue of the FT Shares will be incurred (or deemed to be incurred) by the Company on or before December 31, 2027 and will be renounced by the Company to the purchasers of the FT Shares with an effective date no later than December 31, 2026. The net proceeds from the issuance of HD Units will be primarily used for exploration activities at the Company’s Trek property, as well as for general working capital purposes.

About Oreterra Metals Corp.

Oreterra Metals Corp. commenced trading on February 2, 2026, under the new ticker OTMC, following a months-long effort to restructure the former Romios Gold Resources Inc. Management took on the task because it believes the Company’s wholly-owned Trek South porphyry copper-gold prospect represents, based upon the impressive results of the spectrum of geosciences applied to the target area to date, among the finest new targets of its kind in BC’s Golden Triangle. The Company recently released (news, January 22, 2026) a National Instrument 43-101 Technical Report for the Trek property which recommends two initial phases of drilling at Trek South, for execution in the approaching 2026 field season. A copy of the Technical Report is available on the Company’s website at www.oreterra.com, and on the Company’s SEDAR+ issuer profile at www.sedarplus.ca.

Additional wholly-owned Company property interests include two former producers in Nevada: the Kinkaid claims in the Walker Lane trend covering numerous shallow Au-Ag-Cu workings over what is believed to be one or more porphyry centres (source: J.Biczok, P.Geo, June 2025, Kinkaid Gold-Copper-Silver Project, www.oreterra.com), and the Scossa mine property in the Sleeper trend which is a former high-grade gold producer (source: J.Biczok, P.Geo, July 2025, Scossa Historic Gold Mine Property, www.oreterra.com). The Company also holds a 100% interest in the large Lundmark-Akow Lake Au-Cu property adjacent to the northwest of the Musselwhite Mine in northwestern Ontario, where drilling by the Company has produced highly encouraging, broad VMS-style Au-Cu intersections.

For further information visit www.oreterra.com or contact:

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Statement Regarding Forward-Looking Information

This news release includes certain ‘forward-looking statements’ which are not comprised of historical facts. Forward-looking statements include estimates and statements that describe the Company’s future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as ‘believes’, ‘anticipates’, ‘expects’, ‘estimates’, ‘may’, ‘could’, ‘would’, ‘will’, or ‘plan’. Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and

uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to failure to identify mineral resources, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, political risks, inability to fulfill the duty to accommodate First Nations, uncertainties relating to the availability and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects, capital and operating costs varying significantly from estimates and the other risks involved in the mineral exploration and development industry, and those risks set out in the Company’s public documents filed on SEDAR. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

NOT FOR DISSEMINATION, DISTRIBUTION, RELEASE, OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/285881

Transition Metals Corp. (TSXV: XTM) (‘Transition’, ‘the Company’), is pleased to announce that it has vested a 100% interest in the Pike Warden property, a porphyry-epithermal exploration asset located in southern Yukon. This acquisition consolidates the Company’s control over the property and positions it for continued exploration activities and partnering opportunities. The Company will seek a partner to more aggressively explore the large mineralized system opportunity.

‘This acquisition represents an important step in expanding Transition Metals’ portfolio of high-quality exploration assets,’ said Scott McLean, CEO of Transition Metals. ‘The Pike Warden property has strong exploration potential, and the work carried out by Transition to date has identified over 30 high grade Au-Ag epithermal and Cu-Mo porphyry showings, which together with the geophysical and mapping data demonstrate a large porphyry and epithermal mineralizing system.‘

Terms of Vesting

The project was optioned from a local geologist in 2022 (see news release dated June 28, 2022). The Company has vested its interest by paying the Optionor $120,000, issuing 1,000,000 shares, and spending $1,000,000 in exploration over the four-year period. The Optionor retains a 1% Net Smelter Return royalty on the Property.

Financing

The Company is pleased to announce that it intends to raise up to $1,000,000 by way of a non-brokered private placement consisting of up to 8,695,652 Charity Flow Through Units (the ‘CFU‘) at a price of $0.115 per CFU. The initial Purchasers of the CFU may subsequently donate such CFU to registered charitable organizations, who may in turn choose to sell such CFU Units (the ‘Re-Offered Units’) to purchasers at a price of $0.08 per Re-Offered Unit (the ‘Re-Offer Price’) or sell such Re-Offered Units to purchasers at the Re-Offer Price. The Company will not be a party to any such arrangements. The Re-Offered Units will consist of a common share and a half warrant. Each full warrant entitles the investor to purchase a common share in the Company at any time for $0.115 for a period of 18 months. A finder’s fee may be paid in connection with the Offering to finders, as determined by mutual agreement between the Corporation and the finders and subject to regulatory approval. The finders’ fee will consist of 6% cash for Units sold to investors introduced by such finders, and non-transferable share purchase warrants equal to 6% of such CFU sold to investors (‘Compensation Warrants’). The Compensation Warrants will permit the purchase of one common share in the capital of the Company for 18 months from closing at a price of $0.115.

Proceeds from the CFT Shares issued in connection with the Offering will be used to explore and advance critical minerals properties in Ontario (Saturday Night PGM) and Northwest Territories (Dessert Lake U) as well as Ontario precious metal project (Gowganda Au). The securities issued in connection with the Offering, including any common shares issued upon exercise of the Compensation Warrants, will be subject to a four-month restricted resale period and applicable securities legislation hold periods outside of Canada from the closing date. Completion of the Offering will be subject to all necessary approvals, including the approval of the TSX Venture Exchange. There can be no assurance that the Offering will be completed as proposed or at all.

About Transition Metals Corp.

Transition Metals Corp. (TSXV: XTM) is a Canadian-based, multi-commodity explorer. Its award-winning team of geoscientists has extensive exploration experience which actively develops and tests new ideas for discovering mineralization in places that others have not looked, often allowing the company to acquire properties inexpensively. Joint venture partners earn an interest in the projects by funding a portion of higher-risk drilling and exploration, allowing Transition to conserve capital and minimize shareholder’s equity dilution.

Cautionary Note on Forward-Looking Information

Except for statements of historical fact contained herein, the information in this news release constitutes ‘forward-looking information’ within the meaning of Canadian securities law. Such forward-looking information may be identified by words such as ‘plans’, ‘proposes’, ‘estimates’, ‘intends’, ‘expects’, ‘believes’, ‘may’, ‘will’ and include without limitation, statements regarding estimated capital and operating costs, expected production timeline, benefits of updated development plans, foreign exchange assumptions and regulatory approvals. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others, metal prices, competition, risks inherent in the mining industry, and regulatory risks. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events, or otherwise.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/285650