Vancouver, British Columbia--(Newsfile Corp. - September 25, 2025) - David H. Brett, Chairman of Pacific Bay Minerals Ltd. (TSXV: PBM) ("Pacific Bay" or the "Company") reports that the Company is pleased to announce a non-brokered private placement offering of up to 2,000,000 flow-through units at $0.10 per unit (the FT Units"), for gross proceeds of $200,000 and 1,500,000 non flow through units at $0.07 per unit (the "NFT Units") for gross proceeds of $105,000, totalling $305,000 in gross proceeds (the "Financing"). The Financing is subject to the acceptance of the TSX Venture Exchange (the "Exchange").
The FT Units will consist of one flow through share and one-half warrant to purchase one non flow through share at $0.15 for a period of one year.
The NFT Units will consist of one common share and one full warrant to purchase one common share at $0.10 for a period of one year.
The proceeds of the FT Units will be used to explore the Company's British Columbia critical minerals projects and such expenditures with qualify as "critical mineral flow through mining expenditures" within the meaning of the Canadian Income Tax Act.
The NFT Unit proceeds will be used for general working capital purposes.
The Company reserves the ability to pay a finder fee of up to 8% of the gross proceeds of the financing.
Brazil Update
The Company also announces that Pacific Bay's $2 million private placement announced July 2nd, 2025, will not be proceeding. The July 2nd financing was arranged in connection with the acquisition of the Pereira-Velho gold project in Alagoas state, Brazil. The Company remains fully committed to closing the acquisition of Pereira-Velho and expects to announce an alternative financing in the future to achieve this goal. The acquisition of Pereira-Velho was deemed a Fundamental Acquisition by the Exchange requiring detailed review and approval of the transaction. Preparation of an NI 43-101 Technical Report on Pereira-Velho was an Exchange requirement, and this report has been prepared and filed on SEDAR+, but remains subject to further review and approval by the Exchange. The Company will update and advise investors if and when a definitive agreement regarding Pereira-Velho is executed with the vendor, and other material information when it becomes available.
None of the proceeds of the current Financing will be expended on the Pereira-Velho project.
Pacific Bay Minerals Ltd. Per/
David Brett, MBA
Chairman
Contact: David Brett, 604-682-2421, dbrett@pacificbayminerals.com
This news release contains "forward-looking statements" within the meaning of Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the Pereira-Velho property and alternative financing plans. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which Pacific Bay will operate in the future. Certain important factors that could cause actual results, performances or achievements to differ materially from those in the forward-looking statements include, amongst others, the global economic climate, dilution, share price volatility and competition, results of exploration activities, and the ability of the Company to raise equity financing. Although Pacific Bay has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Pacific Bay does not undertake to update any forward-looking statements, except in accordance with applicable securities laws.
Neither the 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.
NOT FOR DISTRIBUTION IN THE UNITED STATES OR DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/268043
SOURCE: Pacific Bay Minerals Ltd.
