Copper Road Announces $650,000 Financing

Rhea-AI Summary

Copper Road (OTC: SAGGF) announced a non‑brokered private placement to raise up to $650,000 by issuing up to 5,652,174 flow‑through common shares at $0.115 per share. Proceeds will fund exploration of the Ben Nevis Property in Ontario and be renounced for Canadian tax purposes by December 31, 2026.

Closing is anticipated on or about March 11, 2026. Securities will carry a statutory hold period of four months plus one day; the Offering is subject to TSX Venture Exchange approval. Eligible insiders may participate under MI 61‑101 exemptions.

Positive

• Gross proceeds of $650,000
• 5,652,174 FT shares to fund exploration
• Proceeds designated for Ben Nevis exploration
• Flow‑through structure enables tax renunciation by Dec 31, 2026

Negative

• Issuance of 5,652,174 shares will dilute existing shareholders
• Securities subject to four months plus one day hold period
• Completion contingent on TSXV regulatory approvals
• Company may pay finder's fees, increasing transaction costs

TORONTO, ON / ACCESS Newswire / March 2, 2026 / Copper Road Resources Inc. (TSX-V:CRD) ("Copper Road" or the "Company") is pleased to announce a non-brokered private placement consisting of the sale of critical mineral flow through common shares (the "Offering"). The Offering will consist of the sale of up to 5,652,174 common shares, to be issued as "flow-through shares" (the "FT Shares") within the meaning of the Income Tax Act (Canada)(the "Tax Act") at a price of $0.115 per FT Share for gross proceeds of up $650,000.

The proceeds from the sale of FT Shares will be used to incur "Canadian exploration expenses" as defined in subsection 66.1(6) of the Tax Act and "flow through mining expenditures" as defined in subsection 127(9) of the Tax Act ("Qualifying Expenditures"). Such proceeds will be renounced to the subscribers with an effective date not later than December 31, 2026, in the aggregate amount of not less than the total amount of gross proceeds raised from the issue of FT Shares. More specifically, the proceeds from the sale of FT Shares will be used for exploration of the Company's Ben Nevis Property in Ontario.

Brian Howlett, President and CEO of Copper Road, stated: "On behalf of the Copper Road team, I would like to sincerely thank our existing and new shareholders for their continued support in completing this financing. Their commitment allows us to advance our critical minerals strategy at a time when copper and other key metals are increasingly important to Canada's energy transition and global decarbonization efforts."

The Company may pay finder's fees to eligible finders in connection with the Offering. Completion of the Offering is subject to the receipt of all required regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation.

Certain insiders of Copper Road may participate in the Offering, which would constitute a "related party transaction", as such term is defined in Multilateral Instrument 61-101 - Protection of Minority Shareholders in Special Transactions ("MI 61-101"). The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the acquired securities by such insiders will not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.

The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from registration requirements. This release does not constitute an offer for sale of securities in the United States.

It is anticipated that the closing of the Offering will occur on or about March 11, 2026.

Neither the TSX Venture Exchange nor its Market Regulator (as that term is defined in the policies of the TSX Venture Exchange) have reviewed or accept responsibility for the adequacy or accuracy of this release.

For more information, please contact:
Brian Howlett, CPA
President and CEO
Copper Road Resources Inc.
brian@copperroadresources.ca
www.copperroadreources.ca
1-647-227-3035

Caution Regarding Forward-Looking Information

This news release contains forward-looking information that involves substantial known and unknown risks and uncertainties, most of which are beyond the control of Copper Road. Forward-looking statements in this press release include estimates and statements that describe Copper Road's future plans, objectives or goals, including words to the effect that Copper Road or its management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to Copper Road Resources, the Company provides no assurance that actual results will meet management's expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward looking information in this news release includes, but is not limited to, the Company's objectives, goals or future plans, the intended use of proceeds from the Offering, required regulatory approvals and the closing and timing of closing of the Offering. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, failure or inability to complete the Offering on disclosed terms or at all, regulatory approval processes, failure to identify mineral resources, delays in obtaining or failures to obtain required governmental, regulatory, environmental or other project approvals, political risks, inability to fulfill the duty to accommodate First Nations and other indigenous peoples, uncertainties relating to the availability and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects, capital and operating costs varying significantly from estimates and the other risks involved in the mineral exploration and development industry, and those risks set out in the Company's public documents filed on SEDAR+. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Copper Road disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

SOURCE: Copper Road Resources Inc.

View the original press release on ACCESS Newswire

FAQ

What is Copper Road's $650,000 financing announced March 2, 2026 (SAGGF)?

It is a non‑brokered private placement to raise up to $650,000 through flow‑through shares. According to the company, up to 5,652,174 flow‑through common shares will be issued at $0.115 per share to fund exploration.

How will Copper Road (SAGGF) use the proceeds from the March 2026 offering?

The proceeds will fund exploration on the Ben Nevis Property in Ontario. According to the company, funds will be used as Qualifying Expenditures and renounced to subscribers no later than December 31, 2026.

How many shares and at what price is Copper Road offering in the SAGGF placement?

The Offering consists of up to 5,652,174 flow‑through common shares at $0.115 each. According to the company, this structure yields gross proceeds of up to $650,000 if fully subscribed.

When will the Copper Road (SAGGF) financing close and are there conditions?

The company anticipates closing on or about March 11, 2026, subject to regulatory approvals. According to the company, TSX Venture Exchange approval and customary conditions must be satisfied before closing.

Will Copper Road insiders participate in the March 2026 SAGGF offering?

Certain insiders may participate, which would be a related party transaction under MI 61‑101. According to the company, it intends to rely on exemptions because insider purchases will not exceed 25% of market capitalization as defined in MI 61‑101.

What are the tax and transfer restrictions for the flow‑through shares in the SAGGF deal?

FT Shares will be renounced for Canadian tax purposes with an effective date no later than December 31, 2026. According to the company, all securities will carry a statutory hold period of four months plus one day from issuance.