Update on Private Placement Resouro Strategic Metals Inc. (ASX: RAU ; TSX-V: RSM ; OTCQB: RSGOF; FSE: 8TX;)
TSX-V Release ASX Release 10 September 2025 11 September 2025
Update on Private Placement
Resouro Strategic Metals Inc. (ASX: RAU; TSX-V: RSM; OTCQB: RSGOF; FSE: 8TX;) ("Resouro" or the "Company") provides the following update on timing, further to its announcement of 19 August 2025 (TSX-V 18 August, 2025) in relation to the non-brokered private placement of common shares announced therein (the “Offering”).
The Company now expects to close the Offering in a single tranche with the closing to occur in the week commencing Monday 15 September, 2025.
As advised previously, the Company intends to use the net proceeds of the Offering to advance the engineering program, an essential step toward the Preliminary Economic Assessment for the Company’s Tiros project, as well as for general working capital purposes.
None of the securities to be issued in the Offering have been or will be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons, except in certain transactions exempt from the registration requirements of the U.S. Securities Act. This press release does not constitute an offer to sell, or the solicitation of an offer to buy, securities of the Company in the United States.
This announcement has been authorized for release by the Board of Directors.
Contact Information:
Christopher Eager CEO and Executive Chairman [email protected] +44 7388 0579809
About the Company
Resouro is a Canadian incorporated mineral exploration and development company, listed on the ASX, TSXV, OTC and FSE, focused on the discovery and advancement of economic mineral projects in Brazil, including the Tiros Titanium-Rare Earths Project and the Novo Mundo Gold Project. The Tiros project has 28 mineral concessions totalling 497 km2 located in the state of Minas Gerais, one of the best infrastructurally developed states of Brazil, 350 km from the state capital of Belo Horizonte. Resouro's Mineral Resource Estimate for the Tiros Project contains 165 million tonnes of titanium dioxide and 5.5 million tonnes of total rare earths oxides within a Measured and Indicated Resource of 1.4 billion tonnes at 12% titanium dioxide and 4,000 ppm of total rare earth oxides.
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| DOMAIN HG (High Grade) | Category Million Tonne TiO % TREO (ppm) MREO (ppm) 2 Measured 30 24 9 ,300 2,500 Indicated 74 23 8 ,900 2,300 M + I 103 23 9 ,100 2,400 Inferred 33 22 8,300 2,200 Measured 340 11 3,700 1,000 Indicated 930 11 3,600 1,000 M + I 1,300 11 3,600 1,000 Inferred 470 11 3,400 920 Measured 367 12 4,100 1 ,100 Indicated 1,000 12 4,000 1,100 M + I 1,400 12 4,000 1 ,100 Inferred 500 12 3,700 1,000 | REO/TREO rat 27% 26% 26% 26% 28% |
| MG (Medium Grade) | ||
| 28% 28% 27% 28% | ||
| TOTAL (HG+MG) | ||
| 27% 28% 27% |
Note: Further details of the Company’s JORC MRE are contained within the Company’s ASX announcement of 9 April, 2025/TSX-V 8 April 2025. Resouro is not aware of any new information or data that materially affects the information included in the Company’s announcement and that all material assumptions and technical parameters underpinning the estimates referred to therein continue to apply and have not materially changed.
| Resouro Strategic Metals Inc., capital structure ASX Chess Depositary Interests | 49,285,773 |
| TSXV Common Stock | 43,304,276 |
| Total on Issue | 92,590,049 |
| Options issued under the Company Plan | 10,495,000 |
| Options issued to Brokers | 1,843,643 |
| Warrants issued to Brokers | 600,616 |
| Performance Rights | 750,000 |
| Fully Diluted Securities | 106,279,308 |
Forward-Looking Information
This news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Although we believe that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. We cannot guarantee future results, performance or achievements. Consequently, there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking information.
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Forward-looking information is based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking information. Some of the risks and other factors that could cause the results to differ materially from those expressed in the forward-looking information include, but are not limited to: general economic conditions in Canada and globally; industry conditions, including governmental regulation and environmental regulation; failure to obtain industry partner and other third party consents and approvals, if and when required; the need to obtain required approvals from regulatory authorities; stock market volatility; liabilities inherent in the mining industry; competition for, among other things, skilled personnel and supplies; incorrect assessments of the value of acquisitions; geological, technical, processing and transportation problems; changes in tax laws and incentive programs; failure to realize the anticipated benefits of acquisitions and dispositions; and the other factors. Readers are cautioned that this list of risk factors should not be construed as exhaustive.
The forward-looking information contained in this news release is expressly qualified by this cautionary statement. We undertake no duty to update any of the forward-looking information to conform such information to actual results or to changes in our expectations except as otherwise required by applicable securities legislation. Readers are cautioned not to place undue reliance on forward-looking information.
Neither the ASX, OTC, 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.
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