Slam Announces Private Placement
TSXV: SXL
SLAM ANNOUNCES PRIVATE PLACEMENT
Not for Distribution to U.S. Newswire Services or for Dissemination in the United States
For Release, February 18, 2026
Miramichi, New Brunswick ‐ SLAM Exploration Ltd. (TSXV: SXL) (“SLAM” or the “ Company”)
announces a non- brokered private place ment (the “Offering”) of up to 13,000,000 units (the “Units”)
issued at a price of $0.09 per Unit for gross proceeds of up to $1,170,000.
The Offering will consist of:
• Up to 12,500,000 flow -through CMETC units of the Company (each, a “FT CMETC Unit”)
issued at a price of $0.09 per FT CMETC Unit. Each FT CMETC Unit is intended to be issued
on the basis that the Company will incur and renounce Canadian exploration expenses that are
expected to qualify as flow -through mining expenditures that are critical mineral exploration
expense eligible for purposes of the Critical Mineral Exploration Tax Credit under the Income
Tax Act (Canada); and
• Up to 500,000 non-flow-through units of the Company (each, a “NFT Unit”) issued at a price of
$0.09 per NFT Unit.
Each FT CMETC Unit will be comprised of:
• One (1) flow-through common share of the Company issued as a “flow-through share” within the
meaning of the Income Tax Act (Canada) (each, a “FT Share”); and
• One-half (1/2) of one common share purchase warrant, with two (2) such half -warrants being
exercisable together as one (1) whole common share purchase warrant (each whole warrant
being, a “Warrant”).
Each NFT Unit will be comprised of:
• One (1) common share of the Company (each, a “Common Share”); and
• One (1) Warrant.
Each whole Warrant will entitle the holder to purchase one additional Common Share at an exercise price
of $0.13 per Common Share for a period of two (2) years following the closing date of the Offering,
subject to acceleration in certain events.
The gross proceeds received by the Company from the issuance of the FT CMETC Units will be used to
incur eligible “Canadian exploration expenses” (“CEE”) that are expected to qualify as flow -through
critical mineral mining expenditures (as defined in the Income Tax Act (Canada)) and are intended to be
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spent on the Company’s Goodwin project. Such expenditures are expected to qualify as “critical mineral
exploration expense” for purposes of the 30% Critical Mineral Exploration Tax Credit available under
applicable law to eligible subscribers.
The Company will renounce qualifying CEE to subscribers of FT CMETC Units with an effective date no
later than December 31, 2026 (or such other date as may be permitted under applicable tax legislation).
The proceeds received by the Company from the issuance of the NFT Units, and any proceeds received
on the exercise of Warrants, will be used for general working capital purposes, corporate development
activities, and other business objectives as determined by management.
The Offering is subject to the acceptance of the TSX Venture Exchange (the “TSXV”) and all other
required regulatory approvals. All securities issued under the Offering will be subject to a statutory hold
period of four months and one day from the closing date of the Offering in accordance with Canadian
securities laws.
Finder’s fees may be payable in connection with the Offering in accordance with the policies of the
TSXV.
Insiders of the Company may participate in the Offering. Any such participation will constitute a “related
party transaction” under Multilateral Instrument 61 -101 – Protection of Minority Security Holders in
Special Transactions (“MI 61-101”). The Company expects to rely on the exemptions from the formal
valuation and minority shareholder approval requirements of MI 61- 101 available under sections 5.5(a)
and 5.7(1)(a) of MI 61-101, on the basis that the fair market value of the securities to be issued to related
parties is not expected to 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 securities in
the United States. The securities have not been and will not be registered under the United States
Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and may not
be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities
Act and applicable state securities laws or pursuant to an available exemption.
About SLAM Exploration Ltd:
SLAM Exploration Ltd. is a publicly listed resource company with a 40,000- hectare portfolio of mineral
claim holdings in the mineral- rich province of New Brunswick. This portfolio is built around the
Goodwin Copper Nickel Cobalt project in the Bathurst Mining Camp (“BMC”) of New Brunswick. The
Company drilled 10 holes in the 2025 diamond drilling campaign on the Goodwin copper -nickel-cobalt
project. This followed significant copper, nickel and cobalt intercepts from 15 diamond drill holes
reported by the Company in 2024. These include a 64.90 meter core interval, grading 2.19% Cu- Eq
(copper-nickel-cobalt), including 3.84% Cu- Eq over a 31.20 meter core interval from hole GW24- 02 as
reported in a news release August 7, 2024 . Significant gold values were also reported with up to 3.31
grams per tonne over 0.5m in hole GW24-01.
The Company is a project generator and expects to receive significant cash and share payments in 2026.
SLAM received 1,200,000 shares plus cash from Nine Mile Metals Inc. (NINE) in 2025 pursuant to the
Wedge project agreement. Also in 2025, the Company received a cash payment of $60,000 as well as
180,000 shares of a private company pursuant to the Ramsay gold agreement. The Company holds NSR
royalties and expects to receive additional cash and share payments on the Wedge copper zinc project and
on the Ramsay gold project.
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To view SLAM’s corporate presentation , click SXL -Presentation. Additional information is available
on SLAM’s website and on SEDAR+ at www.sedarplus.ca. Follow us on X @SLAMGold. Join our
company newsletter by clicking SXL-News to receive timely company updates and press releases relating
to SLAM Exploration.
Qualifying Statements: Mike Taylor P.Geo, President and CEO of SLAM Exploration Ltd., is a
qualified person as defined by National Instrument 43- 101, and has approved the contents of this news
release.
CONTACT INFORMATION:
Mike Taylor, President & CEO
Contact: 506-623-8960
Jimmy Gravel, Vice-President
Contact 902-273-2387
SEDAR+: 00012459
Forward-Looking Statements
This news release contains “forward-looking information” and “forward-looking statements” within the meaning of
applicable Canadian securities laws (collectively, “forward- looking statements”). Forward- looking statements
relate to future events or future performance and reflect management’s current expectations and assumptions.
Forward-looking statements are often, but not always, identified by words such as “expects,” “plans,”
“anticipates,” “believes,” “intends,” “estimates,” “projects,” “potential,” “may,” “could,” “would,” “might,”
“will,” or similar expressions.
Forward-looking statements in this news release include, but are not limited to: the completion and timing of the
Offering; the anticipated gross proceeds; the intended use of proceeds; the incurrence and renunciation of
Canadian exploration expenses; the qualification of such expenses as “Canadian exploration expense,” flow -
through critical mineral mining expenditures, or “critical mineral exploration expense” for purposes of the Critical
Mineral Exploration Tax Credit; the timing of renunciation of CEE; and the acceptance of the Offering by the
TSXV.
Forward-looking statements are based on assumptions believed by management to be reasonable at the time such
statements are made. However, forward -looking statements involve known and unknown risks, uncertainties and
other factors that may cause actual results to differ materially from those expressed or implied. Such risks and
uncertainties include, without limitation: the risk that the Offering may not be completed on the terms announced or
at all; that regulatory approval may not be obtained; that the Company may not incur qualifying expenditures in the
anticipated timeframe or in the amounts expected; that such expenditures may not qualify as Canadian exploration
expense, flow -through critical mineral mining expenditures, or for the Critical Mineral Exploration Tax Credit;
changes in tax laws or their interpretation; market conditions; financing risks; and other risk factors described in
the Company’s public disclosure filings available on SEDAR+.
Readers are cautioned not to place undue reliance on forward- looking statements. The Company does not undertake
to 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.
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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.