Purecore Announces up to $1.5 Million Non-Brokered Private Placement
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A
VIOLATION OF U.S. SECURITIES LAWS.
Purecore Announces up to $1.5 Million Non-Brokered
Private Placement
June 5, 2026 — Vancouver, British Columbia — Purecore Metals Inc. (CSE: PURE)
(FSE: J8Y) (“Purecore” or the “Company”) is pleased to announce a non-brokered
private placement offering (the “Offering”) of up to 1,500,000 units (the “Units”) at a price
of $1.00 per Unit for aggregate gross proceeds of up to $1,500,000.
The Offering
Each Unit will be comprised of one common share of the Company (a “Common Share”)
and one transferable Common Share purchase warrant (a “Warrant”). Each Warrant
entitles the holder to purchase one additional Common Share at a price of $2.00 per
Common Share for a period of three years from the closing of the Offering, subject to the
following acceleration provisions.
If, over a period of ten (10) consecutive trading days between: (i) the date that is four
months and one day following the closing of the Offering; and (ii) the date of expiry of the
Warrants, the closing price of the Common Shares is equal to or greater than $2.50 for
each of those ten (10) consecutive days, the Company may, at any time, give written
notice, by way of issuing a news release, that the Warrants will expire on the earlier of
the date of expiry of the Warrants and 5:00 p.m. (Vancouver time) on the 30th day
following the giving of such notice unless exercised by the holders prior to such date, and
thereafter any Warrants that remain unexercised as of such date will expire.
The Company may pay finder’s fees to eligible finders in connection with the Offering.
All securities to be issued under the Offering will be subject to a four-month hold period
in accordance with applicable Canadian securities laws and the policies of the Canadian
Securities Exchange (the “CSE”).
The securities offered have not been, nor will they be, registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities Act"), and may not be offered
or sold in the United States absent registration or an applicable exemption from the
registration requirements of the U.S. Securities Act and applicable state securities laws.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
The proceeds raised from the Offering are expected to be used for the identification,
evaluation and acquisition of additional mineral properties, working capital and general
corporate purposes including marketing. The use of available funds of the Company,
which was disclosed in its final prospectus dated April 30, 2026 (the “Prospectus”), has
been updated below to include the proceeds of the Offering as at April 30, 2026:
Use of Available Funds (1) ($)
Exploration Program 257,000
Identification, Evaluation and Acquisition of Additional
Mineral Projects
100,000
Estimated Remaining Expenses of the Listing 70,000
General and Administrative Costs For the 12 Months
Following Listing
223,000
Marketing and Investor Relations (2)(3) 258,432
Expenses for the Offering 15,000
Finder’s Fees for the Offering 35,000
Unallocated and General Working Capital (2)(3) 1,123,256
TOTAL: 2,081,688
Notes:
(1) The table assumes the full $1,500,000 has been raised under the Offering. Actual allocations,
including for marketing and investor relations, may vary based on actual proceeds raised.
(2) Effective May 21, 2026, the Company engaged Spark Newswire Inc. to provide investor relations
services for a fee of USD $62,500 per month (approximately CAD $86,144 per month). The term of
the agreement is for 12 months and may be terminated by either party on 30 days' notice. Three
months of fees have been included in this allocation. If the Company continues with this engagement
beyond three months, the additional costs will be funded from unallocated and general working
capital.
(3) The Company intends to allocate general working capital for any operational activities that support
the Company’s business objectives, including for marketing and general corporate purposes.
The Company intends to spend the net funds available to it as stated above. The actual
allocation of the available funds may vary depending on future developments or
unforeseen events. Notwithstanding the foregoing, there may be situations where, due to
change of circumstance, outlook, research results and/or business judgment, reallocation
of funds is necessary in order for the Company to achieve its overall business objectives.
The Company’s management has, and will continue to have, the discretion to modify the
allocation of the Company’s available funds. If management determines that a
reallocation of funds is necessary, the Company may redirect its available funds towards
purposes other than as described above. The actual amount that the Company spends
in connection with each of the intended uses of funds may vary significantly from the
amounts specified above and will depend on a number of factors, including those referred
to under “Risk Factors” in its Prospectus.
The Company also announces a clarification to its previous news release dated May 15,
2026. Specifically, the Company granted an aggregate of 2,200,000 stock options (the
“Options”) to certain directors, management, and consultants of the Company on May
15, 2026, pursuant to the Company's 2026 Omnibus Equity Incentive Compensation
Plan, rather than 700,000 Options and 1,500,000 restricted share units as previously
disclosed. All other information related to Options remains unchanged – each Option is
exercisable to acquire one common share of the Company at an exercise price of $0.25
per share; the Options vest immediately upon grant and will expire three years from the
date of grant.
About Purecore
Purecore Metals Inc. is a mineral exploration company listed on the Canadian Securities
Exchange (CSE: PURE) and the Frankfurt Stock Exchange (FSE: J8Y). The Company is
focused on advancing the materials that power modern energy systems and emerging
technologies. The Company is building a critical minerals portfolio aligned with long-term
trends across the energy, technology, and defense sectors, with a strategy centered on
high-impact opportunities and disciplined execution.
Contact Us
For further information, interested parties are encouraged to visit the Company’s website
at www.purecoremetals.com, and to contact the Company by email at
[email protected] or by phone at 1.877.844.4661.
On behalf of the Board of Directors of
PURECORE METALS INC.
Peter Berdusco
Chief Executive Officer
Cautionary Statement Regarding Forward-Looking Information
This press release contains certain forward -looking statements, including statements regarding: the
Company completing the Offering, the size of the Offering, and the intended use of funds; the terms of the
Warrants, including the acceleration provisions thereof; and the engagement and continuation of Spark
Newswire Inc. and the services to be provided thereunder. The words "expects," "anticipates," "believes,"
"intends," "plans," "will," "may," and similar expressions are intended to identify forward-looking statements.
Although the Company believes that its expectations as reflected in these forward-looking statements are
reasonable, such statements involve risks and uncertainties. Actual results may differ materially from those
expressed or implied in these statements due to various factors, including, but not limited to: the availability
of financing; the ability to complete the Offering on the terms described or at all ; the ability to deploy
proceeds as intended; fluctuations in commodity prices; operational and exploration risks; market
conditions; and political and regulatory risks in Canada. Readers are cautioned not to place undue reliance
on forward-looking statements, which are made as of the date of this release. The Company undertakes
no obligation to publicly update or revise any forward-looking statements, whether as a result of new
information, future events, or otherwise, except as required by applicable securities laws.
Neither the CSE nor its regulation services provider accepts responsibility for the
adequacy or accuracy of this release.