TSX-V: TT announces Closing of Tranche 1 Flow-Through Financing for $5.2MM
Toronto, December 8, 2025 - Total Metals Corp. ("Total Metals" or the "Company") (TSX-V: TT) (OTCQB: TTTMF) (FSE: O4N) is pleased to announce that, further to its news release dated November 25, 2025, it has closed the first tranche of its non-brokered private placement financing (the "Offering") consisting of Critical Minerals Flow-Through Units (each, a "CMFT Unit") and National Flow-Through Units (each, a "FT Unit" and, collectively with the CMFT Units, the "Units"), for aggregate gross proceeds of C$5,216,454. The Company issued 3,056,481 CMFT Units at a price of $1.15 per CMFT Unit. Each CMFT Unit is comprised of one common share of the Company (each, a "Common Share") 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 a period of 36 months from the date of issuance.
Additionally, the Company issued 1,620,477 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.
The gross proceeds from the issuance of the 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.
In connection with the Offering, the Company paid a cash finder's fees totaling C$312,987.24 and issued 280,618 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$1.10 per Finder Share for a period of 36 months from the date of issuance.
The Company plans to use the net proceeds from the Offering for the advancement of the Company's wholly owned Electrolode Project, High Lake and West Hawk Lake Projects. The Offering is 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 6, 2026.
About Total Metals Corp.
Total Metals Corp. is focused on its 100% owned Electrolode project covering 3,000 contiguous hectares. The Electrolode project is targeting high-potential mineral resources in three favorable geologic trends, located near major mines in the Red Lake Gold camp and is strategically located between Kinross Gold's Great Bear Project and First Mining Gold's Springpole Project. The Electrolode project is fully permitted for exploration drilling and hosts 10 historic mineralized zones with significant expansion potential plus new, untested targets ready for further exploration. Total Metals also owns 100% of the High Lake and West Hawk Lake projects located along the Trans-Canada Highway straddling the Manitoba / Ontario border. The Purex Zone on the High Lake project has significant exploration potential and will be the primary target for initial exploration and potential future mining activities. The West Hawk Lake project is comprised of 23 mining claims totalling 336 hectares, located within Southeastern Manitoba.
www.totalmetalscorp.com
Cautionary Statements
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in its policies of the TSX Venture Exchange) accepts responsibility for the adequacy of this release.
Tyler Thorburn
President and Chief Executive Officer
info@totalmetalscorp.com
(416) 873-7662
Forward-Looking Information
This press release includes "forward-looking information" that is subject to assumptions, risks and uncertainties, many of which are beyond the control of the Company. Statements in this news release which are not purely historical are forward looking. Although the Company believes that any forward-looking statements in this news release are reasonable, there can be no assurance that any such forward-looking statements will prove to be accurate. The Company cautions readers that all forward-looking statements, are based on assumptions none of which can be assured and are subject to certain risks and uncertainties that could cause actual events or results to differ materially from those indicated in the forward-looking statements. Such forward-looking statements represent management's best judgment based on information currently available. Readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance on forward-looking statements.
The forward-looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws or the TSX-V. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.
Copyright (c) 2025 TheNewswire - All rights reserved.
