Langley, British Columbia--(Newsfile Corp. - January 5, 2026) - Newterra Resources Inc. (CSE: NT) ("Newterra Resources" or the "Company") announces that it proposes to undertake an up to $100,000 non-brokered private placement (the "Offering") of up to 2,000,000 units (the "Units") to be sold to eligible purchasers at a price of $0.05 per Unit. Each Unit will consist of one common share of the Company and one common share purchase warrant. Each warrant will entitle the holder to purchase one common share of the Company at a price of $0.06 at any time on or before that date which is 24 months after the closing date of the Offering. The Units are being offered to qualified purchasers in reliance upon exemptions from prospectus and registration requirements of applicable securities legislation. The proceeds received from the sale of the Units will be used for general working capital.
All securities issued and sold under the Offering will be subject to a hold period expiring four months and one day from their date of issuance in accordance with the policies of the CSE and applicable securities laws.
It is anticipated that insiders of the Company will participate in the Offering. The participation of any insiders may be considered a related party transaction within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Such insider participation will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company is not listed on any of the exchanges or markets outlined in subsection 5.5(b) of MI 61-101, and the fair market value of the securities to be distributed to the insiders will not exceed 25% of the Company's market capitalization.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.
About Newterra Resources
Newterra is a mineral resource exploration company with a focus on precious metals. The Company's material property is the Iron Horse Project located near Kelowna, in the Province of British Columbia, Canada.
On behalf of the Board of Directors
"Darren Blaney"
Darren Blaney
CEO, President and Director
Contact Information
Newterra Resources Inc.
Darren Blaney, Chief Executive Officer and President
Email: dblaney@newterraresources.com
Telephone: 604-290-6152
Neither the Canadian Securities Exchange nor its regulations services accept responsibility for the adequacy or accuracy of this release.
Forward-looking information
All statements included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements involve numerous assumptions made by the Company based on its experience, perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. In addition, these statements involve substantial known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts, projections and other forward-looking statements will prove inaccurate, certain of which are beyond the Company's control. Readers should not place undue reliance on forward-looking statements. Except as required by law, the Company does not intend to revise or update these forward-looking statements after the date hereof or revise them to reflect the occurrence of future unanticipated events.
Not for distribution to the United States newswire services or dissemination in the United States.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/279480
Source: Newterra Resources Inc.
