Questcorp Mining Announces Upsized Private Placement

Rhea-AI Summary

Questcorp Mining (OTCQB: QQCMF) announced an upsize of its non‑brokered private placement to up to 15,000,000 Units at $0.20 each for gross proceeds of up to $3,000,000. Each Unit includes one common share and one‑half warrant (one whole Warrant per two Units).

Each Warrant is exercisable at $0.30 for 36 months, with exercise restricted for the first 60 days after closing. Proceeds target exploration at La Union Gold and Silver and North Island Copper projects and general working capital. Offering uses the Listed Issuer Financing Exemption; Offering Document available on SEDAR+ and the company website. Completion subject to regulatory approvals; finders' fees may apply.

Positive

• Up to $3.0M gross proceeds from the Offering
• Proceeds earmarked for exploration at La Union and North Island
• Issuance under listed issuer financing exemption allows immediate free‑trading Units

Negative

• Potential issuance of 15,000,000 new shares increases share count
• Potential 7,500,000 warrants outstanding could cause further dilution if exercised
• Finder fees may increase issuance cost or further dilute existing shareholders

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

Vancouver, British Columbia--(Newsfile Corp. - February 11, 2026) - Questcorp Mining Inc. (CSE: QQQ) (OTCQB: QQCMF) (FSE: D910) (the "Company" or "Questcorp") is pleased to announce an upsize to its previously announced non-brokered private placement to up to 15,000,000 units (each, a "Unit") at a price of $0.20 per Unit for gross proceeds of up to $3,000,000 (the "Offering"). Each Unit will consist of one common share of the Company (each, a "Share") and one-half-of-one share purchase warrant (each whole share purchase warrant, a "Warrant"). Each Warrant will entitle the holder to acquire an additional common share of the Company at a price of $0.30 for a period of thirty-six months following closing of the Offering, provided that holders will not be permitted to exercise Warrants until 60 days following closing 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 to be issued under the Offering will be 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 offered under the Listed Issuer Financing Exemption will be immediately "free-trading" under applicable Canadian securities laws.

There is an offering document (the "Offering Document") related to this Offering that can be accessed under the Company's profile at www.sedarplus.ca and at the Company's website at https://questcorpmining.ca/. Prospective investors should read this Offering Document before making an investment decision.

In connection with completion of the Offering, the Company may pay finders' fees to eligible third-parties who have introduced subscribers to the Offering. Completion of the Offering remains subject to receipt of regulatory approvals.

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.

Contact Information

Questcorp Mining Corp.

Saf Dhillon, President & CEO

Email: saf@questcorpmining.ca
Telephone: (604) 484-3031

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; closing of the Offering; and filing of the Offering Document. 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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/283532

FAQ

What are the terms of Questcorp Mining's (QQCMF) upsized private placement announced February 11, 2026?

The Offering is for up to 15,000,000 Units at $0.20 per Unit, raising up to $3.0M. According to the company, each Unit includes one common share and one‑half warrant, with warrants exercisable at $0.30 for 36 months after a 60‑day post‑close hold period.

How many warrants could be created by Questcorp Mining's (QQCMF) Offering and what are the exercise terms?

The Offering creates one half warrant per Unit, implying up to 7,500,000 warrants. According to the company, each whole warrant allows purchase of one share at $0.30 for 36 months, with exercise restricted until 60 days after closing.

How will Questcorp Mining (QQCMF) use the proceeds from the private placement?

Proceeds will be used for exploration and working capital. According to the company, funds are intended for exploration work at the La Union Gold and Silver project and the North Island Copper project, plus general corporate working capital needs.

Will the Units from Questcorp Mining's (QQCMF) private placement be tradable immediately?

Yes, Units offered under the listed issuer financing exemption will be immediately free‑trading under Canadian securities laws. According to the company, the Offering relies on the Listed Issuer Financing Exemption and excludes Quebec, with securities not offered in the United States.

What approvals or conditions must Questcorp Mining (QQCMF) satisfy before closing the Offering?

Completion remains subject to customary regulatory approvals and may include finder fees. According to the company, the Offering requires regulatory clearance, and the company may pay eligible third‑party finders who introduce subscribers to the Offering.