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Terra Clean Energy Corp. Enters into Definitive Agreements to Acquire Uranium Claims on The San Rafael Swell, Utah, United States

Mergers & Acquisitions

Terra Clean Energy Corp. Enters into Definitive Agreements

to Acquire Uranium Claims on

The San Rafael Swell, Utah, United States

Vancouver B.C., September 24, 2025 – TERRA CLEAN ENERGY CORP. (“Terra” or the “Company”)

(CSE: TCEC, OTCQB: TCEFF, FSE: C9O0), is pleased to announce that, further to its press release

dated September 16, 2025, and to clarity t he press release issued earlier today, it has entered

into definitive agreements with arm’s length parties to acquire up to a 100% interest in each of

the Wheel Anne Claims and the Green Vein Mesa Claims (each of the properties are located in

Emery County, Utah, United States).

“The quick execution of the agreements shows the Company’s commitment and excitement to

these assets and to our already significant portfolio of low-risk uranium assets in world renowned

uranium basins" state Greg Cameron, CEO of Terra. “Our plan is to have our team on the ground

in Utah in the coming weeks working closely with our local partner.”

To earn its respective interests in each of the Wheal Anne Claims and the Green Vein Mesa, the

Company would be required to make the following cash payments, common share issuances and

incur exploration expenditures on the respective claims as follows:

Wheal Anne Claims

Cash Payment Share Issuance Exploration

Expenditures

To earn a 20%

interest

USD$20,000 on the

Effective Date

500,000 common

shares within five

business days of the

Effective Date

Incur USD$100,000 in

expenditures on or

before the 1st year

anniversary of the

Effective Date

To earn a 40%

interest

Additional

USD$33,333 on or

before the 1st year

anniversary of the

Effective Date

Additional 500,000

common shares on or

before the 1st year

anniversary of the

Effective Date

Incur additional

USD$33,333 in

expenditures on or

before the 2nd year

anniversary of the

Effective Date

To earn a 60%

interest

Additional

USD$46,666 on or

Additional 500,000

common shares on or

Incur additional

USD$33,333 in

before the 2nd year

anniversary of the

Effective Date

before the 2nd year

anniversary of the

Effective Date

expenditures on or

before the 3rd year

anniversary of the

Effective Date

To earn an 80%

interest

Additional

USD$60,000 on or

before the 3rd year

anniversary of the

Effective Date

Additional 500,000

common shares on or

before the 3rd year

anniversary of the

Effective Date

Incur additional

USD$33,334 in

expenditures on or

before the 4th year

anniversary of the

Effective Date

To earn a 100%

interest

Additional

USD$73,333 on or

before the 4th year

anniversary of the

Effective Date

Additional 500,000

common shares on or

before the 4th year

anniversary of the

Effective Date

Incur additional

USD$33,333 in

expenditures on or

before the 5th year

anniversary of the

Effective Date

** Subject to the retention by the Vendors of a two percent (2%) net royalty on the Wheal Anne

Claims (the “Wheal Anne Royalty”), with Terra Clean having the option to purchase fifty percent

(50%) of the Wheal Anne Royalty at any time by making a total cash payment to the Vendors in

the amount of USD$666,666.

Green Vein Mesa Claims

Cash Payment Share Issuance Exploration

Expenditures

To earn a 20%

interest

USD$10,000 on the

Effective Date

250,000 common

shares within five

business days of the

Effective Date

Incur USD$50,000 in

expenditures on or

before the 1st year

anniversary of the

Effective Date

To earn a 40%

interest

Additional

USD$16,667 on or

before the 1st year

anniversary of the

Effective Date

Additional 250,000

common shares on or

before the 1st year

anniversary of the

Effective Date

Incur additional

USD$13,334 in

expenditures on or

before the 2nd year

anniversary of the

Effective Date

To earn a 60%

interest

Additional

USD$23,334 on or

before the 2nd year

anniversary of the

Effective Date

Additional 250,000

common shares on or

before the 2nd year

anniversary of the

Effective Date

Incur additional

USD$13,334 in

expenditures on or

before the 3rd year

anniversary of the

Effective Date

To earn an 80%

interest

Additional

USD$30,000 on or

before the 3rd year

anniversary of the

Effective Date

Additional 250,000

common shares on or

before the 3rd year

anniversary of the

Effective Date

Incur additional

USD$13,334 in

expenditures on or

before the 4th year

anniversary of the

Effective Date

To earn a 100%

interest

Additional

USD$36,667 on or

before the 4th year

anniversary of the

Effective Date

Additional 250,000

common shares on or

before the 4th year

anniversary of the

Effective Date

Incur additional

USD$13,334 in

expenditures on or

before the 5th year

anniversary of the

Effective Date

** Subject to the retention by the Vendors of a two percent (2%) net royalty on the Green Vein

Mesa Claims (the “Green Vein Royalty”), with Terra Clean having the option to purchase fifty

percent (50%) of the Green Vein Royalty at any time by making a total cash payment to the

Vendors in the amount of USD$333,334.

The definitive agreements to acquire an interest in each of the Wheal Anne Claims and the Green

Vein Mesa Claims remain subject to the receipt of all regulatory approvals, including the approval

of the Canadian Securities Exchange (with the “ Effective Date ” being the date that all such

regulatory approvals have been received).

All securities issued in connection with these agreements would be subject to a four-month plus

one day hold period from the date of issuance in accordance with applicable securities laws.

Marketing Agreements

Terra Clean is also pleased to announce that it has engaged the services of Green Crescent Capital

(“GCC”) with a business address of 1266 E. Main Street, 7 th Floor, Stamford, Connecticut, 06902

(Email: [email protected] and Phone: 214 -810-5549) to conceive and create

marketing, advertising collateral and to develop and distribute digital content to increase

awareness in the investment community in compliance with the policies and guidelines of the

CSE Exchange and other applicable legislation. GCC will be paid a one-time fee of USD$5,000. The

agreement between the Company and GCC was signed in September 2025 for a one-month term.

There are no performance factors contained in the agreement and no stock options or other

compensation in connection with the engagement. GCC and its clients may acquire an interest in

the securities of the Company in the future.

The Company has also engaged the services of OTCWagon (“OTCW”) with a business address of

20218 49th Avenue, Langley, British Columbia, V3A 6W9 (Email: [email protected] and

Phone: 604-427-0369) for a 38 day market awareness program in compliance with the policies

and guidelines of the CSE Exchange and other applicable legislation. OTCW will be paid a one-

time fee of C$7,500. The agreement between the Company and OTCW was signed in September

2025 for a 38-day term. There are no performance factors contained in the agreement and no

stock options or other compensation in connection with the engagement. OTCW and its clients

may acquire an interest in the securities of the Company in the future.

About Terra Clean Energy Corp.

Terra Clean Energy is a Canadian -based uranium exploration and development company . The

Company is currently developing the South Falcon East uranium project within the Fraser Lakes

B Uranium Deposit, located in the Athabasca Bas in region, Saskatchewan, Canada as well as

developing past producing Uranium mines in the San Rafael Swell Emery County, Utah, United

States

ON BEHALF OF THE BOARD OF TERRA CLEAN ENERGY CORP.

“Greg Cameron”

Greg Cameron, CEO

Qualified Person

The technical information in this news release has been prepared in accordance with the

Canadian regulatory requirements set out in National Instrument 43 -101, reviewed and

approved on behalf of the company by C. Trevor Perkins, P.Geo., the Company’s Vice President,

Exploration, and a Qualified Person as defined by National Instrument 43-101.

Forward-Looking Information

This news release contains forward-looking information which is not comprised of historical facts.

Forward-looking information is characterized by words such as “plan”, “expect”, “project”,

“intend”, “believe”, “anticipate”, “estimate” and other similar wo rds, or statements that certain

events or conditions “may” or “will” occur. Forward -looking information involves risks,

uncertainties and other factors that could cause actual events, results, and opportunities to differ

materially from those expressed or implied by such forward -looking information, including

statements regarding the potential development of mineral resources and mineral reserves which

may or may not occur. Factors that could cause actual results to differ materially from such

forward-looking information include, but are not limited to, changes in the state of equity and

debt markets, fluctuations in commodity prices, delays in obtaining required regulatory or

governmental approvals, and general economic and political conditions. Forward-looking

information in this news release is based on the opinions and assumptions of management

considered reasonable as of the date hereof, including that all necessary approvals, including

governmental and regulatory approvals will be received as and when e xpected. Although the

Company believes that the assumptions and factors used in preparing the forward -looking

information in this news release are reasonable, undue reliance should not be placed on such

information. The Company disclaims any intention or obligation to update or revise any forward-

looking information, whether because of new information, future events or otherwise, other than

as required by applicable laws. For more information on the risks, uncertainties and assumptions

that could cause our actual results to differ from current expectations, please refer to the

Company’s public filings available under the Company’s profile at www.sedarplus.ca.

Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of

the CSE) accepts responsibility for the adequacy or accuracy of this release.

For further information please contact:

Greg Cameron, CEO

[email protected]

Phone: 416-277-6174

Terra Clean Energy Corp

Suite 303, 750 West Pender Street

Vancouver, BC V6C 2T7

www.tcec.energy