Metals Creek Resources Corp. Announces Non-Brokered Private Placement

Metals Creek Resources Corp. (TSXV: MEK) has announced a non-brokered private placement targeting total proceeds of up to $400,000.

Rhea-AI Summary

Metals Creek Resources Corp. (TSXV: MEK) has announced a non-brokered private placement targeting total proceeds of up to $400,000. The offering consists of two components: up to 10 million flow-through units at $0.02 per unit for $200,000, and up to 10 million non flow-through units at $0.02 per unit for another $200,000. Each flow-through unit includes one share and half a warrant, while non flow-through units include one share and one full warrant. All warrants are exercisable at $0.05 per share for 36 months. The proceeds from flow-through units will fund exploration activities in Newfoundland and Ontario, particularly the Ogden project. The placement is expected to close by June 30, 2025, subject to TSX Venture Exchange approval.

Positive

• Raising up to $400,000 in fresh capital for exploration activities
• Flow-through structure offers tax benefits to investors
• 36-month warrant term provides long-term upside potential

Negative

• Significant dilution with potential issuance of up to 20 million new shares
• Low unit price of $0.02 indicates possible financial distress
• Additional dilution possible through warrant exercise and finder's fees

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Thunder Bay, Ontario--(Newsfile Corp. - May 27, 2025) - Metals Creek Resources Corp. (TSXV: MEK) (FSE: M1C1) (the "Company" or Metals Creek) announces that it intends to complete a non-brokered private placement of flow-through units (the "Private Placement"). The Private placement is expected to close on or before June 30, 2025.

The Company intends to issue up to 10,000,000 flow-through units at a price of $0.02 per unit (the "FT Units") for aggregate proceeds of up to $200,000. 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 full FT Warrant will entitle the holder to purchase one additional non flow-through common share of the Company at an exercise price of $0.05 per common share for a period of 36 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 $0.02 per unit (the "NFT Units") for aggregate proceeds of up to $200,000. 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 $0.05 per common share for a period of 36 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 FT Units will be used for these funds will be used for exploration on our Newfoundland and Ontario properties including target generation through prospecting on our Ogden 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 from Newmont Corporation, 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. In addition the company recently completed drilling on its Tillex Copper Project and is awaiting assays.

Metals Creek also has multiple quality projects available for option which can be viewed on the Company's website. Parties interested in seeking more information about properties available for option can contact the Company at the number below.

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
Metals Creek Resources Corp
Telephone: (709)-256-6060
Fax: (709)-256-6061
MetalsCreek.com
Twitter.com/MetalsCreekRes
Facebook.com/MetalsCreek

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/253488

FAQ

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What is the size and price of Metals Creek Resources (MCREF) private placement announced on May 27, 2025?

Metals Creek announced a $400,000 private placement consisting of 10 million flow-through units and 10 million non flow-through units, both priced at $0.02 per unit.

What are the warrant terms in MCREF's May 2025 private placement?

Flow-through units include half a warrant, while non flow-through units include one full warrant. Each full warrant allows purchase of one share at $0.05 for 36 months.

How will Metals Creek use the proceeds from its 2025 private placement?

The flow-through proceeds will fund exploration on their Newfoundland and Ontario properties, including target generation through prospecting on the Ogden project.

When is the expected closing date for MCREF's private placement?

The private placement is expected to close on or before June 30, 2025, subject to TSX Venture Exchange approval.