Verdera Energy and POCML7 Announce Update on Proposed Transaction (TSXV:POC.P)

SANTA FE, N.M. — January 7, 2026 — Leads & Copy — Verdera Energy Corp. and POCML 7 Inc. have provided an update on their proposed transaction, which would qualify as a Qualifying Transaction of POCML7 under TSX Venture Exchange policies.

Verdera and POCML7 have entered into an agreement with Haywood Securities Inc. and SCP Resource Finance LP, acting as Co-Lead Agents, along with Stifel Nicolaus Canada Inc. and Jett Capital Advisors, LLC, to launch an offering of subscription receipts of Verdera. The goal is to raise $20 million.

The offering will consist of 20,000,000 Subscription Receipts at $1.00 each. Verdera has granted the Agents an option to purchase up to an additional 15% of the Subscription Receipts, which could generate an additional $3,000,000.

Each Subscription Receipt will be automatically exchanged for one common share of Verdera once all necessary conditions are met to complete the Proposed Transaction.

Verdera will pay the Agents a commission of 5% of the gross proceeds from the Offering, along with broker warrants equivalent to 4% of the total number of Subscription Receipts sold. Each Broker Warrant can be exercised at $1.00 for 18 months following the closing of the Proposed Transaction.

At the closing of the Offering, the gross proceeds, minus 50% of the Agent’s Fee and the Agent’s expenses, will be placed into escrow. The funds will be returned to the Subscription Receipt holders with accrued interest if the escrow release conditions are not met within 90 days (with a possible 30-day extension) or if the Proposed Transaction is terminated. Verdera will cover any shortfall if the escrowed funds are insufficient to refund the full purchase price.

Following release from escrow and completion of the Proposed Transaction, the company intends to use the net proceeds of the Offering for exploration and advancement of the Crownpoint and Hosta Butte Project including additional drilling, core drilling for metallurgical studies, community relations, advance engineering studies, in addition to maintaining a reserve for additional asset acquisitions related to current operations, and general corporate and working capital purposes.

A portion of the Offering may be completed through a private placement of POCML7 shares at the Issue Price, adjusted for share consolidation. The POCML7 PP will be subject to a hold period of four months plus one day from closing. The closing of the POCML7 PP is not conditional on the closing of the Proposed Transaction.

Completion of the Proposed Transaction is subject to TSXV acceptance and other conditions.

Verdera Energy Corp. is focused on developing uranium assets in New Mexico, in the Grants Uranium District. Verdera’s main asset is the Crownpoint and Hosta Butte Project. The company is working to advance its In-Situ Recovery amendable uranium projects to meet the demand for domestic uranium in the United States, backed by shareholder enCore Energy Corp.

Verdera is committed to community relations and environmental stewardship, promoting projects using ISR uranium extraction technology.

Janet Lee Sheriff, Chief Executive Officer of Verdera Energy Corp., can be contacted at (214) 304-9552 or info@verderauranium.com. David D’Onofrio, Director of POCML 7 Inc., can be reached at (416) 643-3880 or ddonofrio@poweronecapital.com.

Source: Verdera Energy Corp.

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