Edmonton, AB – August 22, 2025 – Metalero Mining Corp. (the “Company” or “Metalero”) (TSXV: MLO; OTCPK: CRTTF) is pleased to announce the completion of its previously disclosed non-brokered private placement (the “Offering”), raising gross proceeds of $919,501 through the issuance of 7,662,509 units (each, a “Unit”) at a price of $0.12 per Unit. Each Unit consists of one common share of the Company and one share purchase warrant (a “Warrant”). Each Warrant is exercisable for a period of 2 years from the date of issuance, and entitles the holder to purchase one additional common share at an exercise price of $0.25 per share for the first year, and at an exercise of $0.35 per share for the second year.
The proceeds of the Offering will be utilized to advance exploration at Metalero’s flagship Benson Project in central British Columbia, including follow-up work based on recently completed soil sampling and ground geophysical surveys. Funds will also be allocated to general working capital.
In connection with the sale of the units sold, Metalero paid a total of $25,862 in cash and issued 215,520 finder’s warrants, on the same terms as the Warrants, to eligible finders for certain of the Units sold. All securities issued pursuant to the Offering are subject to a statutory hold period of four months and one day, in accordance with applicable securities laws.
Certain insiders participated in the Offering, acquiring a total of 2,019,583 Units. Such subscriptions by insiders of Metalero for a portion of the Offering constitute a related party transaction for the purposes of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”), but the Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that the fair market value of the subscription, insofar as it involves the insiders of the Company, does not exceed 25% of the market capitalization of the Issuer, as determined in accordance with MI 61-101. The Offering did not result in the creation of a new control person.
For further information with regards to the Offering, please refer to the Company’s news releases dated July 18 and 30, 2025, available for viewing on Metalero’s profile on SEDAR+ (www.sedarplus.ca).
About Metalero Mining Corp.
Metalero Mining Corp. is a Canadian-based junior exploration company with offices in Vancouver and Edmonton. Metalero is nearing completion of a restructuring which has included a management change and new project focus, making its drill-ready gold assets in Nevada available for sale or option.
On behalf of the Board of Directors
“Rob L’Heureux”
Rob L’Heureux,
Chief Executive Officer and President
Email: robl@metalsgroup.com
Telephone: +1.780.437.6624
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Metalero is part of the Metals Group of Companies, managed by exploration professionals who stand for technical excellence, robust project selection and strong corporate governance, with a proven ability to identify and capitalize on investment opportunities and deliver shareholder returns. |
NEITHER 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.
Certain statements in this release constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities laws including, without limitation, the timing, nature, scope and details regarding the Company’s exploration plans and results. Such statements and information involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, its projects, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Such statements can be identified by the use of words such as “may”, “would”, “could”, “will”, “intend”, “expect”, “believe”, “plan”, “anticipate”, “estimate”, “scheduled”, “forecast”, “predict” and other similar terminology, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. These statements reflect the company’s current expectations regarding future events, performance and results and speak only as of the date of this release.
Forward-looking statements in this press release but are not limited to, statements with respect to the expectations of management regarding the Offering, the expectations of management regarding the use of proceeds of the Offering, closing conditions for the Offering, and receipt of acceptance from the TSXV in respect of the Offering. These forward-looking statements are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. Risks that could change or prevent these statements from coming to fruition include the TSXV’s acceptance of the Offering; the proceeds of the Offering may not be used as stated in this news release; Metalero may be unable to satisfy all of the conditions to the closing required by the TSXV. Metalero does not undertake to update any forward-looking statements or information except as may be required by applicable securities laws.
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