Homerun Resources Inc. Executes Binding Term Sheet with Institutional Investor for $6 Million Financing

Rhea-AI Summary

Homerun Resources (HMRFF) has secured a binding term sheet for a $6 million CAD financing with an institutional investor. The offering consists of 6 million units at $1.00 CAD per unit, with funds to be released in monthly tranches of $250,000 CAD over 24 months. Each unit includes one common share and one warrant exercisable for 3 years. Of the 6 million warrants, 1.5 million will be exercisable at $1.18 CAD, while the remainder will be released over 24 months with exercise prices at a 20% premium to the 5-day VWAP. The investor will receive a $360,000 corporate finance fee in shares. Additionally, Homerun is extending and repricing its previously announced non-brokered private placement to $3 million CAD at $1.00 per unit.

Positive

• Secured significant $6 million CAD institutional investment showing confidence in company
• Monthly tranched funding of $250,000 CAD provides steady cash flow over 24 months
• Additional $3 million CAD private placement opportunity increases total potential funding
• Warrant structure provides potential for additional future capital through exercises

Negative

• Significant share dilution through unit issuance and corporate finance fee shares
• Complex warrant structure with varying exercise prices may create market uncertainty
• Monthly share releases could create consistent selling pressure in the market

Vancouver, British Columbia--(Newsfile Corp. - June 16, 2025) - Homerun Resources Inc. (TSXV: HMR) (OTCQB: HMRFF) ("Homerun" or the "Company") is pleased to announce that it has executed a binding term sheet with an arm's length institutional investor (the "Investor") in connection with a proposed financing for $6,000,000.00 (CAD) (the "Offering"). The Offering will consist of the issuance of 6,000,000 units of the Company (the "Units") at a price of $1.00 (CAD) per Unit. The Offering proceeds from the Investor will be deposited with a third-party escrow agent and delivered to the Company in monthly tranches of $250,000 (CAD) over the next 24 months, pursuant to the terms and conditions of a sharing agreement and an escrow agreement to be dated and executed on the closing of the Offering. Additional details about the Offering structure will be provided in the closing news release.

Each Unit shall be comprised of one (1) common share ("Shares") of the Company and one (1) common share purchase warrant ("Warrant"). The Shares will be released from escrow in equal installments of 212,225 Shares over the 24-month period from the closing date, with each release contingent upon the corresponding cash payment being delivered to the Company. Each Warrant shall be exercisable for a period of three (3) years. Of the 6,000,000 Warrants to be issued, 1,500,000 Warrants shall be exercisable at an exercise price of $1.18 (CAD). The remainder of the Warrants will be released from escrow in equal installments over a 24-month period. Each Warrant will have an exercise price equal to a 20% premium to the volume-weighted average trading price (VWAP) of the Company's shares on the TSX Venture Exchange for the five trading days immediately preceding the date of each release. The Warrants will also include an equity blocker provision that prohibits the holder from exercising any portion of the Warrants if such exercise would result in the holder owning more than 9.99% of the Company's outstanding Shares.

The Investor will receive a corporate finance fee of $360,000, payable via the issuance of 360,000 Shares on the terms noted above.

The Company intends to rely on the listed issuer financing exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions for the Offering, and the Shares and Warrants will not be subject to restrictions on resale. There will be an offering document related to the Offering that will be available under the Company's profile at www.sedarplus.ca and at www.homerunresources.com. Prospective investors should read this offering document before making an investment decision. Closing of the Offering is subject to several conditions, including receipt of all necessary corporate and regulatory approvals, including the TSX Venture Exchange.

The Company has agreed to pay a non-refundable due diligence deposit of $100,000 (CAD)
(the "Deposit Shares") via the issuance of 100,000 Shares of the Company at a deemed issue price of $1.00 (CAD) per Share. The Deposit Shares will be subject to a statutory four month hold period in accordance with applicable securities laws.

Extension and Repricing of Previously Announced Financing:

Further to Homerun's press release disseminated on March 21, 2025, the Company is extending and repricing the terms within its previously announced non-brokered private placement. The repriced Financing consists of the issuance of up to 3,000,000 units at a price of $1.00 (CAD) for gross proceeds of up to $3,000,000 (CAD). Each unit consists of one common share of the company and one common share purchase warrant, with each warrant being exercisable for an additional common share at an exercise price of $1.30 (CAD) for 24 months.

Brian Leeners, CEO of Homerun stated, "Out of respect for the investors who have been patient through our process of onboarding an institutional investor, we wanted to ensure that these investors are placed alongside that investor at a price that reflects the market pricing during that period. We thank all our long-term stakeholders for your patience, and we are excited about the future growth of Homerun."

About Homerun (www.homerunresources.com)

Homerun (TSXV: HMR) is a vertically integrated materials leader revolutionizing green energy solutions through advanced silica technologies. As an emerging force outside of China for high-purity quartz (HPQ) silica innovation, the Company controls the full industrial vertical from raw material extraction to cutting-edge solar, battery and energy storage solutions. Our dual-engine vertical integration strategy combines:

Homerun Advanced Materials

• Utilizing Homerun's robust supply of high purity silica sand and quartz silica materials to facilitate domestic and international sales of processed silica through the development of a 120,000 tpy processing plant.

• Pioneering zero-waste thermoelectric purification and advanced materials processing technologies with University of California - Davis.

Homerun Energy Solutions

• Building Latin America's first dedicated high-efficiency, 365,000 tpy solar glass manufacturing facility and pioneering new solar technologies based on years of experience as an industry leader in developing photovoltaic technologies with a specialization in perovskite photovoltaics.

• European leader in the marketing, distribution and sales of alternative energy solutions into the commercial and industrial segments (B2B).

• Commercializing Artificial Intelligence (AI) Energy Management and Control System Solutions (hardware and software) for energy capture, energy storage and efficient energy use.

• Partnering with U.S. Dept. of Energy/NREL on the development of the Enduring long-duration energy storage system utilizing the Company's high-purity silica sand for industrial heat and electricity arbitrage and complementary silica purification.

With six profit centers built within the vertical strategy and all gaining economic advantage utilizing the Company's HPQ silica, across, solar, battery and energy storage solutions, Homerun is positioned to capitalize on high-growth global energy transition markets. The 3-phase development plan has achieved all key milestones in a timely manner, including government partnerships, scalable logistical market access, and breakthrough IP in advanced materials processing and energy solutions.

Homerun maintains an uncompromising commitment to ESG principles, deploying the cleanest and most sustainable production technologies across all operations while benefiting the people in the communities where the Company operates. As we advance revenue generation and vertical integration in 2025, the Company continues to deliver shareholder value through strategic execution within the unstoppable global energy transition.

On behalf of the Board of Directors of
Homerun Resources Inc.

"Brian Leeners"

Brian Leeners, CEO & Director
brianleeners@gmail.com / +1 604-862-4184 (WhatsApp)

Tyler Muir, Investor Relations
info@homerunresources.com / +1 306-690-8886 (WhatsApp)

FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE

The information contained herein contains "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be "forward-looking statements".

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in 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/255779

FAQ

What is the total value of Homerun Resources' (HMRFF) new financing agreement?

The total financing includes a $6 million CAD institutional investment plus an additional $3 million CAD private placement opportunity, potentially totaling $9 million CAD.

How will the $6 million CAD institutional investment in HMRFF be structured?

The investment will be released in monthly tranches of $250,000 CAD over 24 months, with corresponding share releases of 212,225 shares per month.

What are the warrant terms in Homerun Resources' new financing?

The financing includes 3-year warrants, with 1.5 million exercisable at $1.18 CAD and the remainder at a 20% premium to the 5-day VWAP, released over 24 months.

How many shares will be issued in the HMRFF institutional financing?

The financing will issue 6 million units (each including one share and one warrant), plus 360,000 shares as a corporate finance fee.

What is the price per unit for both offerings of Homerun Resources?

Both the institutional investment and the private placement are priced at $1.00 CAD per unit.