NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
MONTREAL, October 20, 2025 (GLOBE NEWSWIRE) — Cerro de Pasco Resources Inc. (TSXV: CDPR) (OTCQB: GPPRF) (FRA: N8HP) (BVL:CDPR) (“CDPR” or the “Company”) is pleased to announce a commercially reasonable private placement pursuant to an agreement with SCP Resource Finance LP (“SCP”) together with Raymond James Ltd. (“RJ”) as co-lead agents and joint bookrunners (the “Co-Lead Agents”) on behalf of themselves and a syndicate of agents (collectively, the “Agents”) of up to 31,250,000 units of the Company (each, a “Unit”) at a price of $0.48 per Unit (the “Offering Price”) for gross proceeds of up to $15,000,000 (the “LIFE Offering”) pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”) as amended by the Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the “Listed Issuer Financing Exemption”).
Each Unit will consist of (i) one common share in the capital of the Company (a “Common Share”) and (ii) one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle its holder to purchase one additional Common Share (a “Warrant Share”) at a price of $0.68 for a period of 24 months from the Closing Date (as defined herein), subject to an exercise restriction expiring 61 days from the Closing Date.
The Agents will act as agents on a “commercially reasonable” agency basis in connection with the Offering.
The Company intends to use the net proceeds from the Offering to advance the technical, environmental and engineering work required for the Quiulacocha Tailings Project feasibility stage, as well as for general corporate purposes.
The securities that may be issued from the sale of Units pursuant to the Listed Issuer Financing Exemption are expected to be immediately free trading and not subject to any hold period under applicable Canadian securities laws.
A prospectus supplement relating to the LIFE Offering will be filed under the Company’s profile on www.sedarplus.ca and on the Company’s website at https://www.pascoresources.com/. Prospective investors should read this prospectus supplement before making an investment decision.
The closing of the Offering is expected to occur on or about November 6, 2025 (the “Closing Date”). The closing of the Offering is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals.
In consideration for their services, the Agents will receive an aggregate cash fee equal to 6.0% of the gross proceeds of the Offering. In addition, the Agents will receive 6.0% broker warrants (the “Broker Warrants”), with each Broker Warrant being exercisable into one Unit at the Issue Price for a period of two years from the Closing Date (subject to reduction in respect of sales to “president’s list” investors).
This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration requirements is available. Persons (as defined in Regulation S of the 1933 Act) unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration requirements is available.
About Cerro de Pasco Resources
Cerro de Pasco Resources Inc. is focused on unlocking its key, 100% owned asset, the El Metalurgista mining concession, which comprises silver-rich mineral waste and tailings that have been accumulated from a century of mining operations at the Cerro de Pasco open pit mine in Central Peru. The Company’s approach at El Metalurgista includes the reprocessing and environmental remediation of mining waste and creating numerous opportunities in a circular economy. The project is one of the world’s largest surface resources.
Forward-Looking Statements and Disclaimer
Certain information contained herein may constitute “forward-looking information” under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “aims at”, “expects”, “estimates”, “intends”, “anticipates”, “believes”, “could”, “might”, “likely” or variations of such words, or statements that certain actions, events or results “may”, “will”, “could”, “would”, “might”, “will be taken”, “occur”, “be achieved” or other similar expressions. Forward-looking statements, including management’s expectations of CDPR’s use of proceeds and the use of available funds upon completion of the Offering, the completion of the Offering and the timing thereof are based on estimates made by CDPR and are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of CDPR to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Forward-looking statements are subject to business and economic factors and uncertainties, and other factors that could cause actual results to differ materially from these forward-looking statements, including the relevant assumptions and risk factors set out in CDPR’s public documents, available on SEDAR+ at www.sedarplus.ca. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Although CDPR believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements and forward-looking information. Except where required by applicable law, CDPR disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
More information
Guy Goulet, CEO
Phone: +1-579-476-7000
Mobile: +1-514-294-7000
ggoulet@pascoresources.com
