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Metals Creek Resources Corp. Announces Non-Brokered Private Placement

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private placement

Metals Creek Resources Corp. (MCREF) announced a non-brokered private placement expected to close on or before April 15, 2026. The company intends to issue up to 7,500,000 flow-through units at $0.035 and up to 2,500,000 non-flow-through units at $0.035.

Each FT Unit includes one FT share plus one-half warrant; each NFT Unit includes one share plus one warrant. Warrants are exercisable at $0.06 for 36 months. Proceeds from FT Units will fund exploration on Newfoundland and Ontario projects, including the Ogden Gold Project. Securities will be subject to a four-month hold and TSXV approval.

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Positive

  • Private placement raising up to $350,000
  • FT proceeds dedicated to Newfoundland and Ontario exploration
  • Warrants priced at $0.06 with 36‑month exercise

Negative

  • Immediate dilution: issuance of up to 10,000,000 new shares
  • Potential further dilution: up to 6,250,000 warrant shares at $0.06
  • Securities subject to four-month resale hold period

Thunder Bay, Ontario--(Newsfile Corp. - April 2, 2026) - Metals Creek Resources Corp. (TSXV: MEK) (FSE: M1C1) (the "Company" or "Metals Creek") announces that it intends to complete a non-brokered private placement of both non-flow through and flow-through units (the "Private Placement"). The Private Placement is expected to close on or before April 15, 2026.

The Company intends to issue up to 7,500,000 flow-through units at a price of $0.035 per unit (the "FT Units") for aggregate proceeds of up to $262,500. 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 $0.06 per common share for a period of 36 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).

The Company also intends to issue up to 2,500,000 non-flow through units at a price of $0.035 per unit (the "NFT Units") for aggregate proceeds of up to $87,500. 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 $0.06 per common share for a period of 36 months from the date of issue.

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 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 British Columbia, 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 past producing 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 also has multiple quality projects available for option which can be viewed on the Company's website. Parties interested in seeking more information about properties available for option can contact the Company at the number below.

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
Metals Creek Resources Corp
telephone: (709)-256-6060
MetalsCreek.com
Twitter.com/MetalsCreekRes
Facebook.com/MetalsCreek

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/290971

FAQ

What are the key terms of Metals Creek (MCREF) private placement on April 2, 2026?

The offering includes FT and NFT units at $0.035 per unit, closing by April 15, 2026. According to the company, up to 7,500,000 FT Units and 2,500,000 NFT Units may be issued, with warrants exercisable at $0.06 for 36 months.

How will Metals Creek (MCREF) use the proceeds from the flow-through units?

Proceeds from FT Units will fund exploration on Newfoundland and Ontario properties. According to the company, funds will target the Ogden Gold Project and qualify as flow-through mining expenditures under the Income Tax Act (Canada).

What dilution should shareholders expect from the MCREF private placement?

The placement may issue up to 10,000,000 new shares immediately and up to 6,250,000 additional shares on warrant exercise. According to the company, warrants are exercisable at $0.06 for 36 months, creating potential dilution.

Are there resale restrictions or approvals tied to the MCREF financing?

All securities will be subject to a four-month hold period and TSXV approval. According to the company, the private placement is non-brokered and may include finders' fees paid in cash or securities per TSXV policies.

What are the warrant terms in Metals Creek's (MCREF) April 2026 offering?

FT Warrants are issued at one-half per FT Unit; NFT Warrants are one per NFT Unit, all exercisable at $0.06. According to the company, warrants have a 36‑month exercise period from issuance.
Metals Creek

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