Colibri Announces Debt Conversion

Rhea-AI Summary

Colibri Resource Corporation (TSXV: CBI) completed a $600,995 debt conversion into equity on January 29, 2026. The company issued 3,848,300 Units: 3,373,300 at a deemed $0.15 per Unit to debenture holders and 475,000 at $0.20 per Unit to trade creditors.

Each Unit includes one common share and one warrant; warrants are exercisable for 24 months at C$0.25 (debenture holders) or C$0.30 (trade creditors). The converted amount includes $505,995 of matured debentures and $95,000 to trade creditors. Securities are subject to a four-month-and-one-day hold and final TSX Venture Exchange acceptance.

Positive

• Converted $600,995 of debt into equity, reducing balance-sheet debt
• Issued 3,848,300 Units, strengthening equity base
• Eliminated $505,995 of matured debentures from liabilities

Negative

• Issued 3,848,300 Units, creating immediate share dilution
• Warrants exercisable (C$0.25/C$0.30) for 24 months could dilute further
• Completion subject to TSXV final acceptance, not yet definitive

News Market Reaction – CRUCF

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-0.40% News Effect

On the day this news was published, CRUCF declined 0.40%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Dieppe, New Brunswick--(Newsfile Corp. - January 29, 2026) - Colibri Resource Corporation (TSXV: CBI) ("Colibri" or the "Company") is pleased to announce that, further to its news release of October 17, 2025, it has completed the conversion of $600,995 of debt to units of the Company (the "Debt Conversion"). Of the amount converted, $505,995 represents the principal amount and interest accrued of certain debentures which had matured in August 2025. The remaining $95,000 represents amounts owed to two arm's length trade creditors who have agreed to accept units in lieu of payment on accounts.

Under the Debt Conversion, Colibri has issued 3,848,300 units ("Units") in aggregate and as follows:

1. 3,373,300 Units were issued to the debenture holders at a deemed price of $0.15 per Unit; each Unit being comprised of one (1) common share (a "Common Share") and one (1) common share purchase warrant ("Warrants") of the Company. Each Warrant entitles the holder to acquire one additional Common Share of the Company at a price of C$0.25 for a period of 24 months following issuance; and

2. 475,000 Units were issued to trade creditors at a deemed price of $0.20 per Unit; each Unit being comprised of one (1) common share (a "Common Share") and one (1) common share purchase warrant ("Warrants") of the Company. Each Warrant entitles the holder to acquire one additional Common Share of the Company at a price of C$0.30 for a period of 24 months following issuance.

All parties receiving the Units are arm's length to the Company. No finder's fees or commissions have been paid in relation to the Debt Conversion.

The Common Shares and Warrants issued for the Debt Conversion are subject to a statutory hold period expiring on the date that is four months and one day after closing. Completion of the Debt Conversion remains subject to final acceptance of the TSX Venture Exchange.

"This is debt conversion represents an important milestone for the Company as it will remove a significant portion of current debt on the Company's balance sheet and move it into equity," said Ian McGavney, CEO. "As a result, we have significantly enhanced our ability to raise additional capital for our exploration projects."

ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE US. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

ABOUT COLIBRI RESOURCE CORPORATION:

Colibri is a Canadian-based mineral exploration company listed on the TSX-V (CBI) and is focused on acquiring, exploring, and developing prospective gold & silver properties in Mexico. The Company holds four high potential precious metal projects: 1) 100% of EP Gold Project in the significant Caborca Gold Belt which has delivered highly encouraging exploration results and is surrounded by Mexico's second largest major producer of gold on four sides, 2) 49% Ownership of the Pilar Gold & Silver Project which is believed to hold the potential to be a near term producing mine, and 3) two highly prospective interests in the Sierra Madre (Diamante Gold & Silver Project and Jackie Gold & Silver Project).

For more information about all Company projects please visit: www.colibriresource.com.

For further information contact: Ian McGavney, President, CEO and Director, Tel: (506) 383-4274, ianmcgavney@colibriresource.com.

Neither 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.

Notice Regarding Forward-Looking Statements

This news release contains "forward-looking statements". Statements in this press release which are not purely historical are forward-looking statements and include any statements regarding beliefs, plans, expectations or intentions regarding the future. Actual results could differ from those projected in any forward-looking statements due to numerous factors. These forward-looking statements are made as of the date of this news release, and the Company assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those projected in the forward-looking statements. Although the Company believes that the plans, expectations and intentions contained in this press release are reasonable, there can be no assurance that they will prove to be accurate.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/282088

FAQ

What debt did Colibri (TSXV: CBI) convert on January 29, 2026?

Colibri converted $600,995 of outstanding debt into units. According to Colibri, $505,995 represented matured debentures and $95,000 related to two trade creditors who accepted units in lieu of payment.

How many units and warrants did Colibri (TSXV: CBI) issue in the debt conversion?

Colibri issued a total of 3,848,300 Units, each comprising one share and one warrant. According to Colibri, 3,373,300 Units were to debenture holders and 475,000 to trade creditors.

What are the warrant exercise prices and expiry terms for Colibri (TSXV: CBI)?

Warrants issued with the Units expire after 24 months and have exercise prices of C$0.25 and C$0.30. According to Colibri, debenture-holder warrants are C$0.25 and trade-creditor warrants are C$0.30.

Will the converted securities from Colibri (TSXV: CBI) be immediately tradable?

No, the shares and warrants are subject to a standard four-month-and-one-day statutory hold. According to Colibri, the hold period applies from closing and restricts immediate resale.

Is the Colibri (TSXV: CBI) debt conversion final and effective now?

The transaction is complete subject to regulatory approval and holds. According to Colibri, completion remains subject to final acceptance by the TSX Venture Exchange.