Metals Creek Resources Corp. Increases Non-Brokered Private Placement

Rhea-AI Summary

Metals Creek Resources (MCREF) increased the non-flow-through portion of its non-brokered private placement to $1 million, bringing total potential proceeds from flow-through and non-flow-through units to up to $2.5 million. The financing is expected to close on or before July 31, 2026, subject to TSX Venture Exchange approval.

The company plans to issue up to 20,000,000 non-flow-through units at $0.05, each with a full warrant exercisable at $0.08 for 24 months, and up to 27,272,727 flow-through units at $0.055, each with a half warrant at the same exercise price. Proceeds will fund exploration on Newfoundland hydrogen/helium projects, the Ogden Gold Project, other Newfoundland and Ontario properties, and general working capital, with FT proceeds directed to qualifying Canadian Exploration Expenses.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Positive

• Private placement increased to $2.5M in combined FT and NFT proceeds
• Up to 47,272,727 units offered with additional upside via $0.08 warrants
• Flow-through structure provides Canadian tax benefits to FT unit subscribers
• Exploration funding earmarked for Newfoundland hydrogen/helium and Ogden Gold projects

Negative

• Up to 47,272,727 new shares plus warrants imply potential shareholder dilution
• Financing contingent on TSX Venture Exchange approval, adding execution risk

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Thunder Bay, Ontario--(Newsfile Corp. - July 15, 2026) - Metals Creek Resources Corp. (TSXV: MEK) (FSE: M1C1) (the "Company" or "Metals Creek") further to its June 30, 2026 and July 14, 2026 news releases the Company is pleased to announce that it has increased the non-flow-through portion of its non-brokered private placement (the "Private Placement") to $1 million for an aggregate total of flow-through and non-flow-through proceeds of up to $2.5 million. The Private Placement is expected to close on or before July 31, 2026.

The Company intends to issue up to 20,000,000 non flow through units at a price of $0.05 per unit (the "NFT Units") for proceeds of up to $1,000,000. 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 $0.08 per common share for a period of 24 months from the date of issue.

The Company also intends to issue up to 27,272,727 flow-through units at a price of $0.055 per unit (the "FT Units") for proceeds of up to $1,500,000. 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 $0.08 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).

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/305362

FAQ

What are the key terms of the Metals Creek Resources (MCREF) July 2026 private placement?

Metals Creek plans a non-brokered private placement of up to $2.5 million in flow-through and non-flow-through units. According to the company, units are priced at $0.05 and $0.055 with attached warrants exercisable at $0.08 for 24 months.

How much capital is Metals Creek Resources (MCREF) aiming to raise in this financing?

Metals Creek is targeting up to $2.5 million in gross proceeds from the private placement. According to the company, this includes $1,000,000 from non-flow-through units and $1,500,000 from flow-through units, subject to TSX Venture Exchange approval.

How many units and warrants are included in the Metals Creek (MCREF) private placement?

The offering includes up to 20,000,000 non-flow-through units and 27,272,727 flow-through units. According to the company, each NFT unit has a full warrant and each FT unit a half warrant, all exercisable at $0.08 for 24 months.

What will Metals Creek Resources (MCREF) use the private placement proceeds for?

Metals Creek plans to use proceeds for exploration and working capital. According to the company, funds will support Newfoundland hydrogen/helium projects, the Ogden Gold Project, other Newfoundland and Ontario properties, and qualifying Canadian Exploration Expenses from flow-through units.

What are the flow-through units in the Metals Creek (MCREF) July 2026 offering?

Flow-through units are offered at $0.055 and include one flow-through share and half a warrant. According to the company, FT shares provide Canadian tax benefits as “flow-through mining expenditure” related to exploration on its Newfoundland and Ontario projects.

When is the expected closing date of the Metals Creek (MCREF) private placement and are there restrictions?

The private placement is expected to close on or before July 31, 2026, subject to exchange approval. According to the company, all securities issued will carry a four-month hold period and may involve cash or securities finders’ fees.