Royal Road Minerals Announces Non-Brokered Private Placement Offering
NEWS RELEASE
Royal Road Minerals Announces Non-Brokered Private Placement Offering
Toronto Ontario, November 3, 2025 - Royal Road Minerals Limited. ( TSXV: RYR) (OTCQ: RRDMR) (the
"Company" or " Royal Road") is pleased to announce a non -brokered private placement offering (the
"Offering") of up to 27,777,778 ordinary shares of the Company (each, a "Share") at a price of C$0.18 per
Share, for gross proceeds of up to C$5,000,000 (the " Offering"). Subject to compliance with applicable
regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI
45-106"), the Ordinary Shares will be offered for sale to purchasers in all of the provinces in Canada, other
than Quebec, and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption under
Part 5A of NI 45-106 , as amended by CSA Coordinated Blanket Order 45-935 – Exemptions from Certain
Conditions of the Listed Issuer Financing Exemption (the "Listed Issuer Financing Exemption "). Because
the Offering is being completed pursuant to the Listed Issuer Financing Exemption, the Ordinary Shares
issued pursuant to the Offering will not be subject to a hold period pursuant to applicable Canadian
securities laws.
There is an offering document related to the Offering that can be accessed under the Company's issuer
profile on SEDAR+ at www.sedarplus.ca and on the Company's website at
https://www.royalroadminerals.com. Prospective investors should read the offering document before
making an investment decision.
The Company has also engaged Integrity Capital Group Inc. ("Integrity") to act as a finder in connection
with the offering and may pay fees in accordance with the policies of the TSX Venture Exchange (the
"Exchange"), being a cash commission of up to 6.0% plus 6% in Brokers Warrants, on total proceeds,
received from subscribers introduced to the Company by Integrity. The Company may also pay certain
reasonable expenses incurred by Integrity up to a maximum of $10,000, exclusive of taxes.
The net proceeds of the Offering will be used to expand drilling programs across Royal Road's properties
in Colombia and Saudi Arabia, as more specifically detailed in the Offering Document.
Closing is expected to occur on or before November 21, 2025. The Offering is subject to certain conditions,
including, but not limited to, receipt of all necessary approvals, including the approval of the Exchange.
The securities issued pursuant to the Offering have not, nor will they be registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for
the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from
the U.S. registration requirements. This press 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 the Unit ed States or in any other
jurisdiction in which such offer, solicitation or sale would be unlawful.
2
“With a new strategic shareholder in place and greater visibility across our portfolio, Royal Road is
positioned to move decisively.” Said Tim Coughlin, Royal Road’s President and CEO. “The advancement of
permitting activit ies in Colombia provides the opportunity to consolidate key titles and continue our
drilling work at Guintar, where the Company has discovered a compelling new porphyry gold, copper and
silver system. In parallel, we are preparing to drill exciting new gold targets in Saudi Arabia. This financing
marks a timely and positive inflection point for Royal Road ; one that will allow us to broaden our reach
and communicate our story more effectively”.
About Royal Road Minerals:
Royal Road Minerals is a mineral exploration and development company with its head office and technical-operations
center located in Jersey, Channel Islands. The Company is listed on the TSX Venture Exchange under the ticker RYR ,
on the OTCQB under the ticker RRDMF and on the Frankfurt Stock Exchange under the ticker RLU. The Company’s
mission is to apply expert skills and innovative technologies to the process of discovering and developing copper and
gold deposits of a scale large enough to benefit future generatio ns and modern enough to ensure minimum impact
on the environment and no net loss of biodiversity. The Company currently explores in the Kingdoms of Saudi Arabia,
Morocco and in Colombia. More information can be found on the Company’s website www.royalroadminerals.com.
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.
Cautionary statement:
This news release contains certain statements that constitute forward -looking information and forward -looking
statements within the meaning of applicable securities laws (collectively, “forward -looking statements”) describing
the Company’s future plans and the expectations of its management that a stated result or condition will occur. Such
forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the
actual results, performance or achievements of the Company , or developments in the Company’s business or in the
mineral resources industry, to differ materially from the anticipated results, performance, achievements or
developments expressed or implied by such forward -looking statements. Forward -looking statemen ts include all
disclosure regarding possible events, conditions or results of operations that is based on assumptions about, among
other things, future economic conditions and courses of action, and assumptions related to government approvals,
and anticipa ted costs and expenditures. The words “plans”, “prospective”, “expect”, “intend”, “intends to” and
similar expressions identify forward looking statements, which may also include, without limitation, any statement
relating to future events, conditions or circumstances. Forward-looking statements of the Company contained in this
news release, which may prove to be incorrect, include, but are not limited to the Company’s exploration plans.
The Company cautions you not to place undue reliance upon any such forward-looking statements, which speak only
on the date they are made. There is no guarantee that the anticipated benefits of the Company’s business plans or
operations will be achieved. The risks and uncertainties that may affect forward -looking statements include, among
others: economic market conditions, anticipated costs and expenditures, government approvals, and other risks
detailed from time to time in the Company’s filings with Canadian provincial securities regulators or other applicable
regulatory authorities. Forward -looking statements included herein are based on the current plans, estimates,
projections, beliefs and opinions of the Company management and the Company does not und ertake any obligation
to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs and
opinions change.
Contact
Royal Road Minerals Limited
+44 1534 887166