Colibri Provides Summary of Over-Subscribed Non-Brokered Private Placement

Rhea-AI Summary

Colibri Resource Corporation (CRUCF) completed an over-subscribed non-brokered private placement of 9,944,683 Units for gross proceeds of C$1,491,702 in two tranches (Oct 31 and Nov 5, 2025). Each Unit comprises one common share and one warrant exercisable at C$0.25 for 24 months. The company agreed to pay C$71,504 in finder's fees and issue 476,693 non-transferable finder's warrants at C$0.25 for 24 months. CEO Ian McGavney purchased 269,000 Units for C$40,350; that related party participation was noted as exempt from MI 61-101 formal approval. Securities are subject to a four-month-and-one-day hold period and the Offering remains subject to final TSXV acceptance. Net proceeds will fund exploration at Pilar and EP in Mexico and for working capital.

Positive

• Gross proceeds of C$1,491,702 raised
• Over-subscribed placement indicating investor demand
• Proceeds earmarked for exploration at Pilar and EP

Negative

• Issued 9,944,683 Units plus warrants, creating dilution risk
• Finder's fees and warrants cost C$71,504 and 476,693 warrants
• Offering subject to final TSXV acceptance and regulatory hold period

Dieppe, New Brunswick--(Newsfile Corp. - November 14, 2025) - Further to its news release of November 7, 2025, Colibri Resource Corporation (TSXV: CBI) ("Colibri" or the "Company") wishes to provide a full summary of its recently completed over-subscribed non-brokered private placement (the "Offering") of units (the "Units").

Each Unit is 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 upon issuance.

The Company closed two tranches of the Offering: (a) a first tranche which closed on October 31, 2025 with the Company issuing 9,004,816 Units for gross proceeds of $1,350,722 with closing being announced by news release on November 3, 2025; and (b) a second and final tranche which closed on November 5, 2025 with the Company issuing 939,867 Units for gross proceeds of $140,980 with closing being announced by news release on November 7, 2025. Between the two tranches, the Company sold an aggregate of 9,944,683 Units for gross proceeds of $1,491,702.

In connection with the Offering, the Company has agreed to pay finder's fees totalling $71,504 and issue 476,693 non-transferable finder's warrants (the "Finder's Warrants"). Each Finder's Warrant entitles the holder to acquire one Common Share of the Company at a price of C$0.25 for a period of 24 months following issuance.

Mr. Ian McGavney, director and CEO of the Company, purchased 269,000 Units at a cost of $40,350. His participation constitutes a related party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") which would normally be subject to formal valuation and minority shareholder approval requirements but is exempt pursuant to subsections 5.5(a) and 5.7(a) of MI 61-101 as the value of his purchase does not exceed 25% of the Company's market capitalization.

The Common Shares, Warrants and Finder's Warrants are subject to a statutory hold period expiring on the date that is four months and one day upon issuance. The Offering is subject to final TSX Venture Exchange acceptance.

Net proceeds will be used to fund the exploration at Colibri's flagship Mexican gold projects, including Pilar and EP, and for general working capital.

ABOUT COLIBRI RESOURCE CORPORATION:

Colibri Resource Corporation (TSXV: CBI) is a Canadian junior mining company engaged in the acquisition, exploration, and development of precious metal properties in Sonora, Mexico. The Company holds a 100% interest in the EP Gold Project, a 49% joint venture interest in the Pilar Gold & Silver Project, and an additional 60% interest in the highly prospective claims at Diamante Gold & Silver project. Colibri is committed to advancing its portfolio through systematic exploration programs in one of Mexico's most prolific mining districts.

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/274633

FAQ

What did Colibri (CRUCF) raise in its November 2025 private placement?

Colibri raised C$1,491,702 by issuing 9,944,683 Units in two tranches closed Oct 31 and Nov 5, 2025.

What is included in each Unit from Colibri's CRUCF offering?

Each Unit includes one common share and one warrant exercisable at C$0.25 for 24 months.

How will Colibri (CRUCF) use the net proceeds from the private placement?

Net proceeds will fund exploration at Colibri's flagship Mexican gold projects, Pilar and EP, and general working capital.

Did Colibri's CEO participate in the private placement for CRUCF?

Yes, CEO Ian McGavney bought 269,000 Units for C$40,350; the purchase was disclosed as a related party transaction and exempt from MI 61-101 approval.

Are there any restrictions on resale for Colibri (CRUCF) securities from the offering?

Yes, the Common Shares, Warrants and Finder's Warrants are subject to a statutory hold period expiring four months and one day after issuance.

Is Colibri's private placement final and fully effective for CRUCF?

The Offering is closed but remains subject to final acceptance by the TSX Venture Exchange.