October 7, 2025, 7:58 AM EDT | Source: PTX Metals Inc.
Toronto, Ontario–(Newsfile Corp. – October 7, 2025) – PTX Metals Inc. (TSXV: PTX) (“PTX” or the “Company”) is pleased to announce the closing of the third tranche of its previously announced non-brokered private placement of flow-through, hard dollar, and charity flow-through units (see news releases dated September 8, 2025, September 16, 2025, September 28, 2025, September 30, 2025, and October 2, 2025). In connection with the third closing, the Company issued a total of 9,666,667 charity flow-through units (“CFT Units”) at a price of $0.15 per CFT Unit for aggregate gross proceeds of $1,450,001.55 and a total of 2,073,333 hard dollar units (“HD Units” and, together with the CFT Units referred to herein, the “Units”) for aggregate gross proceeds of $207,333.30. Additionally, the Company issued 592,222 flow-through units (“FT Units”) at a price of $0.135 per FT Unit for aggregate gross proceeds of $79,949.97, bringing the total proceeds for the third tranche to $1,737,284.82. Combined with the $4,498,930 raised in the initial closings, the Company has raised a total of $6,236,214.82 to date.
Additionally, the Company paid aggregate finder’s fees of $48,193.97 and issued a total of 701,022 finder’s warrants (“Finder Warrants”) to eligible finders. Each Finder Warrant entitles the holder to purchase one common share at a price of $0.14 (subject to adjustment) for a period of two (2) years from the date of issuance of the Finder Warrants. The Finder Warrants are subject to a statutory hold period in Canada of four (4) months and one (1) day from their date of issuance.
The HD Units and CFT Units were issued pursuant to the listed issuer financing exemption (the “LIFE Exemption”) under Part 5A of National Instrument 45-106 – Prospectus Exemptions and as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. Pursuant to the LIFE Exemption, the securities underlying the HD Units and CFT Units are not subject to a hold period under Canadian securities laws. The FT Units were sold to investors pursuant to exemptions from prospectus requirements, other than the LIFE Exemption, and are subject to a hold period of four months and one day from the date of issuance.
Each Unit and FT Unit consists of one (1) common share and one-half (1/2) of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant is exercisable to acquire one (1) additional warrant share at a price of $0.16 per warrant share for a period of 36 months from the date of issuance. The Warrants issued pursuant to the LIFE Exemption are subject to an exercise restriction that expires 61 days from the date of issuance.
The Company intends to use the proceeds from the issuance of the HD Units for general corporate expenses and working capital.
The gross proceeds from the issuance of the CFT Units will be used to incur eligible “Canadian exploration expenses” as defined in subsection 66.1(6) of the Income Tax Act (Canada) (the “Tax Act”) as “critical mineral flow-through mining expenditures” within the meaning of subsection 127(9) of the Tax Act (the “Qualifying Expenditures”) in connection with the Company’s projects in Ontario. The Qualifying Expenditures will be incurred on or before December 31, 2026, and will be renounced by the Company to the initial purchasers of the CFT Units with an effective date no later than December 31, 2025, in an aggregate amount not less than the gross proceeds from the issuance of the CFT Units.
The Company has filed an amended and restated offering document on its SEDAR+ profile addressing the offering under the LIFE Exemption in accordance with the requirements of Form 45-106F19 (the “Offering Document”). The amended and restated Offering Document is available under the Company’s profile at www.sedarplus.ca and on the Company’s website at www.ptxmetals.com. Prospective investors should read the amended and restated Offering Document before making an investment decision.
About PTX Metals Inc.
PTX is a mineral exploration company focused on high-value strategic metal deposits in Northern Ontario, offering its shareholders the opportunity to participate in the discovery of copper, gold, nickel, and platinum group metal deposits. The Province of Ontario is known as a premier mining jurisdiction due to its rich mineral resources and secure legal framework.
Our corporate objective is to advance our assets and unlock the potential of two flagship projects: the W2 Cu-Ni-PGE Project in the strategically important Ring of Fire region and the Shining Tree Gold Project near the multi-million-ounce gold deposits in the Timmins Gold Camp.
PTX’s portfolio was strategically acquired due to its geologically favorable characteristics and proximity to established mining operations.
PTX is headquartered in Toronto, Canada. The Company is also listed in Frankfurt under the symbol “9PF” and in the United States on the OTCQB under “PANXF”.
Further information on PTX can be found on the Company’s website at www.ptxmetals.com.
Contact
Greg Ferron, President and Chief Executive Officer
Phone: +1- 416-270-5042
Email: gferron@ptxmetals.com
Cautionary Statement Regarding Forward-Looking Information
This news release contains forward-looking information and statements. These statements include statements regarding the ability to complete the offerings, the timing of closing, the extent of insider participation, and the use of proceeds from the offerings. Forward-looking information and statements involve and are subject to assumptions and known and unknown risks, uncertainties, and other factors which may cause actual events, results, performance, or achievements of the Company to be materially different from any future events, results, performance, or achievements expressed or implied by the forward-looking information and statements contained herein. Assumptions upon which such forward-looking statements are based include, without limitation, that the Company will obtain the necessary approvals for the offerings from the TSXV, that the Company will meet the conditions of the LIFE Exemption and all other applicable securities exemptions or safe harbors, and that there will be sufficient demand for the securities. Additional risk factors that may affect the Company or cause actual results and performance to differ from the forward-looking statements contained herein are set out in the Company’s most recent management’s discussion and analysis of financial condition (a copy of which is available under the Company’s profile on SEDAR+ at www.sedarplus.ca). Although the Company believes that all forward-looking information and statements contained herein are reasonable, given the inherent uncertainty of such information and statements, there can be no assurance that such forward-looking information and statements will prove to be accurate. Accordingly, readers are urged to rely on their own evaluation of such risks and uncertainties and not place undue reliance on such forward-looking information and statements. All forward-looking information and statements in this news release are made as of the date of this news release, and, except as required by applicable law, the Company assumes no obligation to update or revise such forward-looking information and statements or to update the reasons why actual events or results could or do differ from those projected in the forward-looking information and statements contained in this news release, whether as a result of new information, future events or results, or otherwise, except as required by applicable law.
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