Metalero Closes Oversubscribed Private Placement
Metalero Mining Corp.
250 Southridge, Suite 300
Edmonton, AB CANADA T6H 4M9
METALERO CLOSES OVERSUBSCRIBED PRIVATE PLACEMENT
Edmonton, AB – August 25, 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 finder s 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 release s dated
July 18 and 30, 2025, available for viewing on Metalero’s profile on SEDAR+ (www.sedarplus.ca).
Benson Project Background
The Benson Project lies close to infrastructure and is traversed by Highway 26 and an extensive network
of logging roads allowing for ready access to all parts of the Property and capital-efficient exploration. The
large land package covers 5 different target areas identified by recent Artificial-Intelligence (“AI”) work by
Geoscience BC (Mitchinson et al., Geoscience BC Report 2022 -07). This AI study incorporated a wide
variety of historical datasets including geophysics, geology, sampling information, and drilling data (where
present) to identify high potential (“porphyry -like”) anomalies with similarities to known porphyry
deposits elsewhere in the belt. Limited historical exploration at Benson has identified numerous gold and
copper surface geochemical anomalies while modest (historical) drill programs have intersected skarn and
epithermal gold and silver mineralization, which are both intrusive -related styles of mineralization and
are commonly associated with porphyry systems.
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About Metalero Mining Corp.
Metalero Mining Corp. is a Canadian -based junior exploration company focused on copper and gold
projects in North America. Its 166 square kilometre, road-accessible Benson Project serves as Metalero’s
flagship and is host to several prospects containing gold and copper within porphyry -related mineralized
systems. MLO also has drill-ready properties 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: [email protected]
Telephone: +1.780.437.6624
www.metalsgroup.com
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 materi ally different from any future results, performance or
achievements expressed or implied by such forward- looking st atements 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 fro m 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.
Not for distribution to United States newswire services or for dissemination in the United States.