Questcorp Mining Announces Closing of First Tranche of Upsized Private Placement

Rhea-AI Summary

Questcorp Mining (OTCQB: QQCMF) closed the first tranche of an upsized non-brokered private placement on February 25, 2026, issuing 11,100,000 Units at $0.20 each for gross proceeds of $2,220,000.

Each Unit includes one common share and one-half warrant (full warrant exercise price $0.30, expiry Feb 24, 2029), with a 60-day post-closing exercise restriction. Proceeds are designated for exploration at the La Union Gold and Silver Project and North Island Copper Project, and for general working capital. Finder fees totaled $16,300, 580,000 Units and 661,500 Finders' Warrants (resale restricted until June 25, 2026).

Positive

• Gross proceeds of $2,220,000 from the first tranche
• Proceeds earmarked for exploration at La Union and North Island
• Issued Units will be immediately free-trading under Canadian rules (except Finder securities)

Negative

• Issuance of 11,100,000 Units results in near-term shareholder dilution
• Finders received 661,500 warrants and 580,000 Units with resale restrictions until June 25, 2026
• Warrants and Finders' Warrants subject to a 60-day exercise blackout, delaying potential additional cash inflows

Vancouver, British Columbia--(Newsfile Corp. - February 25, 2026) - Questcorp Mining Inc. (CSE: QQQ) (OTCQB: QQCMF) (FSE: D910) (the "Company" or "Questcorp") is pleased to announce that it has closed the first tranche of its upsized non-brokered private placement of 11,100,000 units (each, a "Unit") at a price of $0.20 per Unit for gross proceeds of $2,220,000.00 (the "Offering"). Each Unit consists of one common share of the Company (each, a "Share") and one-half-of-one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant entitles the holder to acquire one common share of the Company at a price of $0.30 until February 24, 2029, provided that holders will not be permitted to exercise Warrants until 60 days following closing of the first tranche of the Offering.

The Company expects to utilize the proceeds of the Offering for exploration work at the Company's La Union Gold and Silver Project and North Island Copper Project, and for general working capital purposes.

The Units issued under the Offering were offered for sale pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions, as amended by CSA Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (collectively, the "Listed Issuer Financing Exemption"), in all provinces of Canada, except Quebec, and other qualifying jurisdictions, including the United States. The Units issued under the Listed Issuer Financing Exemption will be immediately "free-trading" under applicable Canadian securities laws.

In connection with closing of the first tranche of the Offering, the Company paid $16,300, issued 580,000 Units at a deemed issued price of $0.20 per Unit and issued 661,500 common share purchase warrants (each, a "Finders' Warrant") to certain arms-length parties (each, a "Finder") who assisted in introducing subscribers to the Offering. Each Finders' Warrant entitles the holder to acquire one common share of the Company at a price of $0.30 until February 24, 2029, provided that holders will not be permitted to exercise Finders' Warrants until 60 days following closing of the first tranche of the Offering. All securities issued to Finders are subject to restrictions on resale until June 25, 2026 in accordance with applicable securities laws and the policies of the Canadian Securities Exchange.

This press release is not an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from U.S. registration requirements and applicable U.S. state securities laws.

About Questcorp Mining Inc.

Questcorp Mining Inc. is engaged in the business of the acquisition and exploration of mineral properties in North America, with the objective of locating and developing economic precious and base metals properties of merit. The Company holds an option to acquire an undivided 100% interest in and to mineral claims totaling 1,168.09 hectares comprising the North Island Copper Property, on Vancouver Island, British Columbia, subject to a royalty obligation. The Company also holds an option to acquire an undivided 100% interest in and to mineral claims totaling 2,520.2 hectares comprising the La Union Project located in Sonora, Mexico, subject to a royalty obligation.

ON BEHALF OF THE BOARD OF DIRECTORS,

Saf Dhillon
President & CEO

Questcorp Mining Corp.
saf@questcorpmining.ca
Tel. (604-484-3031)
Suite 550, 800 West Pender Street
Vancouver, British Columbia
V6C 2V6

https://questcorpmining.ca

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the intended use of proceeds from the Offering; and closing of subsequent tranches of the Offering. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to general business, economic, competitive, political and social uncertainties, uncertain capital markets; and delay or failure to receive board or regulatory approvals. There can be no assurance that such forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/285268

FAQ

What did Questcorp Mining (QQCMF) announce on February 25, 2026 about its private placement?

Questcorp closed the first tranche issuing 11,100,000 Units at $0.20 for $2,220,000 gross proceeds. According to the company, each Unit includes one share and one-half warrant exercisable at $0.30 until Feb 24, 2029.

How will Questcorp (QQCMF) use the $2.22M raised in the February 25, 2026 tranche?

The company intends to fund exploration and working capital needs with the proceeds. According to the company, funds are targeted to the La Union Gold and Silver Project and the North Island Copper Project.

What are the warrant terms issued with Questcorp's (QQCMF) Units in the February 2026 offering?

Each full warrant allows purchase of one share at $0.30 and expires on Feb 24, 2029. According to the company, Warrants cannot be exercised until 60 days after tranche closing.

Did Questcorp (QQCMF) pay finders for the first tranche and what were the fees?

Yes. Questcorp paid $16,300, issued 580,000 Units, and granted 661,500 Finders' Warrants. According to the company, Finder securities are resale-restricted until June 25, 2026.

Are the Units issued by Questcorp (QQCMF) immediately tradable after the February 25, 2026 closing?

Units issued under the Listed Issuer Financing Exemption will be immediately free-trading in Canada, except for Finder securities. According to the company, Finder-issued securities remain restricted until June 25, 2026.