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Metals Creek Resources Corp. Announces $1 Million Non-Brokered Private Placement

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(Neutral)
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private placement

Metals Creek Resources (MCREF) plans a non-brokered private placement of up to $1 million, closing on or before July 31, 2026. The financing includes up to 9,090,909 flow-through units at $0.055 and 10,000,000 non-flow-through units at $0.05, each with $0.10 warrants.

Proceeds will fund exploration on Newfoundland hydrogen/helium assets, the Ogden Gold Project, other Newfoundland and Ontario properties, and working capital, with flow-through funds directed to qualifying Canadian Exploration Expenses.

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Positive

  • Up to $1 million in new capital through private placement
  • Flow-through portion up to $500,000 at $0.055 per FT unit
  • Non-flow-through portion up to $500,000 at $0.05 per NFT unit
  • Two-year warrants at $0.10 potentially add future capital
  • Proceeds targeted to Newfoundland hydrogen/helium and Ogden Gold exploration
  • Flow-through structure supports qualifying Canadian Exploration Expenses

Negative

  • New FT and NFT units will increase shares outstanding, diluting existing holders
  • All new securities subject to a four-month hold period, limiting near-term liquidity
  • Financing remains conditional on TSX Venture Exchange approval

News Market Reaction – MCREF

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In the Jul 1 session, MCREF declined 8.70%, reflecting a notable negative market reaction.

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Thunder Bay, Ontario--(Newsfile Corp. - June 30, 2026) - Metals Creek Resources Corp. (TSXV: MEK) (FSE: M1C1) (the "Company" or "Metals Creek") is pleased to announce that it intends to complete a non-brokered private placement of both flow-through and non-flow-through units (the "Private Placement") for an aggregate total of up to $1 million. The Private Placement is expected to close on or before July 31, 2026.

The Company intends to issue up to 9,090,909 flow-through units at a price of $0.055 per unit (the "FT Units") for aggregate proceeds of up to $500,000. Each FT Unit will consist of one flow-through common share (the "FT Shares") and one-half of a non-flow through common share purchase warrant (the "FT Warrants"). Each whole FT Warrant will entitle the holder to purchase one additional non-flow through common share of the Company at an exercise price of $0.10 per common share for a period of 24 months from the date of issue. The FT Shares will entitle the holder to receive the tax benefits applicable to flow-through shares, in accordance with provisions of the Income Tax Act (Canada).

The Company also intends to issue up to 10,000,000 non-flow through units at a price of $0.05 per unit (the "NFT Units") for aggregate proceeds of up to $500,000. Each NFT Unit will consist of one non-flow through common share and one non-flow through common share purchase warrant (the "NFT Warrants"). Each NFT Warrant will entitle the holder to purchase one additional non-flow through common share of the Company at an exercise price of $0.10 per common share for a period of 24 months from the date of issue.

In connection with the Private Placement, the Company may pay finders' fees in cash or securities or a combination of both, as permitted by the policies of the TSX Venture Exchange. All securities issued pursuant to the Private Placement will be subject to a four-month hold period. The Private Placement is subject to approval by the TSX Venture Exchange.

The proceeds raised from the financing will be used for exploration on the Company's Newfoundland Hydrogen/Helium projects, its Ogden Gold Project and for general working capital purposes.

The proceeds raised from the FT Units will be used for exploration on the Company's Newfoundland and Ontario properties including its Ogden Gold Project and will ensure that such Canadian Exploration Expenses qualify as a "flow-through mining expenditure" for purposes of the Income Tax Act (Canada), related to the exploration of the Company's exploration projects.

About Metals Creek Resources Corp.

Metals Creek Resources Corp. is a junior exploration company incorporated under the laws of the Province of Ontario, is a reporting issuer in Alberta, British Columbia and Ontario, and has its common shares listed for trading on the Exchange under the symbol "MEK". Metals Creek has earned a 50% interest in the Ogden Gold Property including the former Naybob Gold mine, located 6 km south of Timmins, Ontario and has an 8 km strike length of the prolific Porcupine-Destor Fault (P-DF).

Metals Creek has also jointly acquired through staking on a 50/50 basis with Benton Resources, potential natural white hydrogen projects in Newfoundland. The Smoking Gun Prospect was selected after research uncovered highly anomalous helium with values up to 8,900 parts per billion (ppb) in water collected from an historic drill hole. These licenses are located within the Deer Lake Basin, which is thought to be a prospective environment for the presence Helium (He) and Natural (White) Hydrogen (H₂).

At Parson's Pond, research of historical drill logs in two holes 14.2 km apart, have observed C1 methane gas levels reaching 72%. The area is underlain by thrust faulted rocks of the Humber Arm Supergroup. Drill logs indicate unique sedimentary units composed of shales along with sandstones containing fragments of serpentine and chrome. Of particular interest, is the presence of the mineral glauconite, which, combined with these geological indicators, suggests a highly prospective environment for the potential formation of white hydrogen, (natural hydrogen) to form within the basin. The presence of such high concentrations of methane alongside hydrogen indicators suggests a potentially active gas system within the basin. In addition, surface areas have been noted to vent gas within the project boundaries.

Additional information concerning the Company is contained in documents filed by the Company with securities regulators, available under its profile at www.sedarplus.ca.

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.

Alexander (Sandy) Stares, President and CEO
709-424-1141
Metals Creek Resources Corp
MetalsCreek.com 
Twitter.com/MetalsCreekRes 
Facebook.com/MetalsCreek 

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/303564

FAQ

What is Metals Creek Resources (MCREF) announcing in its June 30, 2026 financing?

Metals Creek Resources plans a non-brokered private placement of up to $1 million. According to Metals Creek, the offering combines flow-through and non-flow-through units with attached $0.10 warrants, subject to TSX Venture Exchange approval and a four-month hold period.

How many flow-through units are in the Metals Creek (MCREF) private placement?

Metals Creek intends to issue up to 9,090,909 flow-through units at $0.055 each. According to Metals Creek, each unit includes one flow-through share and half of a non-flow-through warrant exercisable at $0.10 for 24 months.

What are the terms of the non-flow-through units in the MCREF June 2026 placement?

The company plans up to 10,000,000 non-flow-through units at $0.05 each. According to Metals Creek, each unit includes one common share and one warrant exercisable at $0.10 per share for 24 months from issuance.

How will Metals Creek (MCREF) use proceeds from the $1 million private placement?

Proceeds are earmarked for exploration and working capital. According to Metals Creek, funds will support Newfoundland hydrogen/helium projects, the Ogden Gold Project, other Newfoundland and Ontario properties, and qualifying Canadian Exploration Expenses via the flow-through units.

When is the expected closing date for the Metals Creek (MCREF) private placement?

The private placement is expected to close on or before July 31, 2026. According to Metals Creek, completion is subject to TSX Venture Exchange approval, and all securities issued will carry a four-month statutory hold period.

What do the $0.10 warrants mean for Metals Creek (MCREF) investors?

Each FT whole warrant and each NFT warrant allows purchase of shares at $0.10 for 24 months. According to Metals Creek, this could provide additional future capital while offering unit subscribers leveraged upside if the share price exceeds the exercise price.