Toronto, ON — December 19, 2025 — Leads & Copy — Total Metals Corp. (TSX-V: TT) (OTCQB:TTTMF) (FSE:O4N) has announced the closing of the second and final tranche of its non-brokered private placement financing (the “FT Offering”), consisting of Critical Minerals Flow-Through Units (each, a “CMFT Unit”) and National Flow-Through Units (each, a “FT Unit”) for aggregate gross proceeds of C$293,450.35. With tranche 1, total proceeds reached C$5,509,904.35.
The company also closed the second and final tranche of its non-brokered private placement financing (the “Hard Dollar Offering”), consisting of Units of the Company (each, a “Unit”) for aggregate gross proceeds of C$522,999. With tranche 1, total proceeds amounted to C$3,236,499.
According to the news release, 40,000 CMFT Units were issued at a price of $1.15 per CMFT Unit. Each CMFT Unit comprises one common share of the Company issued as a flow-through share designated as a “critical mineral flow-through share” within the meaning of the Income Tax Act (Canada), and one-half of one common share purchase warrant (each, a “CMFT Warrant”). Each whole CMFT Warrant entitles the holder to acquire one Common Share at a price of $1.15 for 36 months from the date of issuance.
The Company also issued an additional 235,667 Flow-Through Units at a price of $1.05 per FT Unit. Each FT Unit is comprised of one flow-through Common Share issued as a flow-through share designated as a “flow-through share” within the meaning of the Income Tax Act (Canada), and one-half of one warrant (each, a “FT Warrant”). Each whole FT Warrant entitles the holder to acquire one Common Share at $1.15 for 36 months from the date of issuance.
Under the Hard Dollar Offering, the Company issued an additional 581,110 units at a price of C$0.90 per Unit. Each Unit consists of one common share in the capital of the Company and one common share purchase warrant, each entitling the holder to acquire one additional Common Share at an exercise price of C$1.15 per Warrant Share for 36 months following the date of issuance.
The company paid cash finder’s fees totaling C$13,587.02 and issued 12,940 non-transferable finder warrants (each, a “FT Finder Warrant”) to certain eligible arm’s-length finders in connection with second tranche of the FT Offering. Each FT Finder Warrant entitles the holder to purchase one Common Share (a “FT Finder Share”) at a price of C$1.10 per FT Finder Share for 36 months from the date of issuance.
In connection with the second tranche of the Hard Dollar Offering, the Company paid a cash finder’s fees totaling C$5,240 and issued 5,822 non-transferable finder warrants (each, a “Finder Warrant”) to certain eligible arm’s-length finders who introduced subscribers to the Offering. Each Finder Warrant entitles the holder to purchase one Common Share (a “Finder Share”) at a price of C$0.90 per Finder Share for a period of 36 months from the date of issuance.
According to the release, gross proceeds from the issuance of the CMFT Units and FT Units will be used to incur eligible “flow-through critical mineral mining expenditures,” and “flow-through mining expenditures,” respectively, which will be renounced to subscribers with an effective date no later than December 31, 2026, all in accordance with the Income Tax Act (Canada) and applicable provincial legislation.
Total Metals Corp. intends to use the net proceeds from the FT Offering for the advancement of the Company’s wholly owned Electrolode Project, High Lake and West Hawk Lake Projects and the proceeds from the Hard Dollar Offering for working capital and general corporate purposes.
The FT Offering and the Hard Dollar Offerings are subject to final approval of the TSX Venture Exchange. All securities issued are subject to a statutory hold period of four months and one day, expiring April 19, 2026.
Total Metals Corp. is focused on its 100% ownedElectrolode Project covering over 3,300 contiguous hectares in northwestern Ontario. Total Metals also owns 100% of the High Lake and West Hawk Lake Project covering 958 hectares in two gold properties located along the Trans-Canada Highway straddling the Manitoba / Ontario border.
Tyler Thorburn, President and Chief Executive Officer, can be contacted at info@totalmetalscorp.com or (416) 873-7662.
Source: Total Metals Corp.
