Mogotes Metals Provides Update on Exercise of Rights

Rhea-AI Summary

Mogotes Metals (TSXV: MOG, OTCQB: MOGMF) plans to increase the number of common shares to be issued under CD Capital Fund IV L.P.’s subscription and related pre-emptive rights from 31,000,000 to up to 38,558,817 shares at $0.49 per share.

The company expects gross proceeds of up to $18,893,820. CD Capital aims to raise its ownership to 19.9% on a partially diluted basis. The new shares will be subject to a four-month-plus-one-day hold period, and closing remains conditional on regulatory and TSX Venture Exchange approval.

Positive

• Equity financing up to $18,893,820 in gross proceeds
• Share issuance increased from 31,000,000 to up to 38,558,817 shares
• CD Capital to increase ownership to 19.9% on a partially diluted basis

Negative

• Potential dilution from issuing up to 38,558,817 new common shares
• Financing not yet closed, subject to regulatory and TSX Venture Exchange approvals
• New shares restricted by four-month-plus-one-day hold period before resale

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

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Toronto, Ontario--(Newsfile Corp. - July 21, 2026) - Mogotes Metals Inc. (TSXV: MOG) (FSE: OY4) (OTCQB: MOGMF) ("Mogotes", or the "Company") announces that, further to its press release of July 14, 2026, in connection with the exercise by CD Capital Fund IV L.P. ("CD Capital") of its right to subscribe for common shares in the capital of the Company (each, a "Common Share") to increase its ownership interest to 19.9% on a partially diluted basis and pursuant to pre-emptive rights agreements with various shareholders, the Company intends to increase the number of Common Shares at a price of $0.49 per Common Share to be issued CD Capital and such shareholders from 31,000,000 Common Shares to up to 38,558,817 for total proceeds to the Company of up to $18,893,820.

The Common Shares to be issued will be subject to a hold period of four months plus a day from the date of issuance and the resale rules of applicable securities legislation. Closing is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the TSX Venture Exchange.

For further information, please contact:

Mogotes Metals Inc.
Allen Sabet, President and Chief Executive Officer
Phone: (647) 846-3313
Email: info@mogotesmetals.com

Cautionary Note Regarding Forward-Looking Statements:

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.

This news release contains certain "forward-looking information" within the meaning of applicable securities laws. Forward looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "would", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company's Management's Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.

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To view the source version of this press release, please visit https://www.newsfilecorp.com/release/305999

FAQ

What did Mogotes Metals (MOGMF) announce on July 21, 2026?

Mogotes Metals announced an increase in its planned share issuance tied to CD Capital’s rights exercise. According to Mogotes Metals, the offering rises to up to 38,558,817 shares at $0.49, for potential gross proceeds of up to $18,893,820, subject to closing conditions.

How many shares will Mogotes Metals issue in the CD Capital rights exercise and how much capital could it raise?

Mogotes Metals plans to issue up to 38,558,817 common shares under this transaction. According to Mogotes Metals, the shares are priced at $0.49 each, providing potential gross proceeds of up to $18,893,820, an increase from the earlier 31,000,000-share plan.

At what price is Mogotes Metals (MOGMF) issuing new shares to CD Capital and other shareholders?

The new Mogotes Metals common shares are priced at $0.49 per share. According to Mogotes Metals, this price applies to CD Capital’s subscription and participating shareholders under pre-emptive rights agreements, with all shares subject to a four-month-plus-one-day hold period after issuance.

What ownership stake will CD Capital hold in Mogotes Metals after the July 2026 share issuance?

CD Capital intends to increase its ownership in Mogotes Metals to 19.9% on a partially diluted basis. According to Mogotes Metals, this results from exercising its right to subscribe for additional common shares as part of the expanded share issuance.

What approvals are required before Mogotes Metals (MOGMF) can close the July 2026 share issuance?

Closing of the share issuance remains subject to several conditions, including regulatory approvals. According to Mogotes Metals, the transaction requires all necessary regulatory and other approvals, specifically including approval from the TSX Venture Exchange, before it can be completed.

Are the new Mogotes Metals shares from the CD Capital transaction freely tradable immediately?

No, the newly issued Mogotes Metals shares will not be freely tradable immediately. According to Mogotes Metals, the common shares will be subject to a four-month-plus-one-day hold period from the date of issuance and applicable securities resale rules.