Trinity One Metals Announces Non-Brokered LIFE Private Placement of up to C$3.3 Million
Trinity One Metals Announces Non-Brokered
LIFE Private Placement of up to C$3.3 Million
Vancouver, British Columbia--(Newsfile Corp. - February 10, 2026) - Trinity One Metals Ltd. (TSXV:
TOM) (FSE: 5D5) (the "
Company
") is pleased to announce a non-brokered private placement (the
"
Offering
") for the sale of up to 16,500,000 units of the Company (the "
Units
") at a price of C$0.20 per
Offered Unit for gross proceeds of up to C$3,300,000.
Each Unit will consist of one common share of the Company (each, a "
Common
Share
") and one
common share purchase warrant (each, a "
Warrant
"). Each Warrant will entitle the holder to purchase
one Common Share (each, a "
Warrant
Share
") at an exercise price of C$0.30 per Warrant Share for a
period of thirty-six (36) months following the closing date of the Offering (the "
Closing
Date
"), provided
that the Warrants may not be exercised for a period of sixty (60) days from the Closing Date.
The Company intends to use the net proceeds of the Offering to advance exploration, technical
evaluation, and project advancement activities across the Company's mineral asset portfolio, including
verification and follow-up work on recently acquired properties, historical data verification, target
generation, and early stage field programs, as well as for general working capital and corporate
purposes.
Listed Issuer Financing Exemption (LIFE)
Subject to compliance with applicable regulatory requirements and in accordance with National
Instrument 45-106 - Prospectus Exemptions ("
NI 45-106
"), as amended by Coordinated Blanket Order
45-935 -
Exemptions from Certain Conditions of the Listed Issuer Financing Exemption
, the Units will
be offered for sale to purchasers resident in all of the provinces and territories of Canada, excluding
Québec, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 (the "
LIFE
Exemption
"). The Common Shares and Warrant Shares underlying the Units are expected to be
immediately freely tradeable under applicable Canadian securities legislation if sold to purchasers
resident in Canada.
There will be an offering document (the "
Offering Document
") related to the Offering that will be
accessible under the Company's issuer profile on SEDAR+ at
www.sedarplus.ca
and on the Company's
website at
www.trinityonemetals.com
. Prospective investors should read the Offering Document before
making an investment decision.
Closing and Finder's Fees
The Offering is expected to close on or about February 27, 2026, or such other date(s) as may be
determined by the Company that is within 45 days from February 10, 2026, and may be completed in
one or more tranches. Completion of the Offering is subject to certain conditions including, but not limited
to, receipt of all necessary approvals, including the conditional approval of the TSX Venture Exchange
(the "
TSXV
"). Finder's fees may be payable in accordance with the policies of the TSXV and applicable
securities laws. The Company may pay finder's fees in cash of up to 6.0% of the aggregate gross
proceeds of the Offering and may issue non-transferrable warrants equal to 6.0% of the number of Units
issued under the Offering to subscribers introduced by finders to the Company.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of
the securities in the United States. The securities have not been and will not be registered
under the U.S. Securities Act or any state securities laws and may not be offered or sold within
the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation
S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable
state securities laws, or an exemption from such registration is available.
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward-looking statements" and "forward-looking information" within the
meaning of applicable Canadian securities laws (collectively, "forward-looking information"). Forward-
looking information is frequently characterised by words such as "plan", "expect", "project", "intend",
"believe", "anticipate", "estimate", "may", "will", "would", "potential", "proposed" and similar words, or
statements that certain events or conditions "may" or "will" occur.
Forward-looking information in this news release includes, without limitation, statements relating to:
the Offering (including the size of the Offering, the proposed terms of the Units, the expected closing
date and ability to complete the Offering); the filing and availability of the Offering Document; the
expected use of proceeds; the payment of finder's fees; and the receipt of TSXV and other regulatory
approvals.
Forward-looking information is based on certain assumptions and management's expectations and
estimates as of the date hereof and is subject to a number of known and unknown risks, uncertainties
and other factors that may cause actual results or events to differ materially from those expressed or
implied by such forward-looking information. These risks and uncertainties include, but are not limited
to: the ability of the Company to complete the Offering on the terms described herein or at all; market
conditions; the ability to obtain TSXV and other regulatory approvals; changes in the Company's
plans with respect to the use of proceeds; and general economic, market and business conditions.
Although the Company believes the expectations reflected in the forward-looking information are
reasonable, undue reliance should not be placed on forward-looking information since no assurance
can be provided that such expectations will prove to be correct. The Company disclaims any intent or
obligation to update or revise any forward-looking information, whether as a result of new information,
future events or otherwise, except as required by applicable law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this
news release.
For further information, please contact:
Thomas Wood
CEO
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE
SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/283371