Earthwise Minerals Announces Private Placement
NEWS RELEASE WISE: CSE
966: FSE
EARTHWISE MINERALS ANNOUNCES PRIVATE PLACEMENT
June 19, 2025 – VANCOUVER, BRITISH COLUMBIA – Earthwise Minerals Corp . (CSE: WISE & FSE: 966)
(“Earthwise” or the “ Company”) is pleased to announce that it intends to complete a non -brokered
private placement financing (the “Offering”) of up to 6,000,000 flow through common shares (“FT Share”)
at a price of $0.04 per share and up to 7,000,000 non-flow through units (“NFT Units”) at a price of $0.03
per unit for gross proceeds of up to $450,000.
Each NFT Unit shall consist of one common share in the authorized share structure of the Company ("NFT
Share") and one common share purchase warrant (" NFT Warrant"). Each NFT Warrant will entitle the
holder thereof to purchase one common share at an exercise price of $0. 05 for a period of 24 months
from the date of issuance.
Each FT Share shall consist of one common share in the authorized share structure of the Company ("FT
Share"). The FT Shares are intended to qualify as "flow-through shares" within the meaning of the Income
Tax Act (Canada) (the "Tax Act"). The gross proceeds from the sale of the FT Shares will be used to incur
"Canadian exploration expenses" that are intended to q ualify as "flow-through mining expenditures" as
those terms are defined in the Tax Act, which the Company intends to renounce to the purchasers of the
FT Shares.
Completion of the Offering is subject to customary conditions, including regulatory approvals. All
securities issued in connection with the Offering will be subject to a statutory hold period of four months
and one day from the Closing Date.
The proceeds from the FT Offering will be used to advance the Company's exploration activities and
continue unlocking value at the Iron Range Gold Property in British Columbia . The Company intends to
use the proceeds from the NFT Offering for general working capital.
The securities described herein have not been and will not be registered under the United States Securities
Act of 1933, as amended, or any U.S. state securities laws, and may not be offered or sold in the United
States absent registration or available exemptions from such registration requirements. This press release
does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States,
or in any jurisdiction in which such offer, solicitation or sale would be unlawful
Changes to the Board of Directors
Earthwise is pleased to announce the appointment of Mateo Arcila to its Board of Directors. Mr . Arcila is an
engineer with Master-level studies in Business Administration and Big Data. He brings more than a decade
EARTHWISE MINERALS CORP.
Suite 330 – 470 Granville St.
Vancouver, BC, V6C 1V4
TEL: (604) 506-6201
www.earthwiseminerals.com
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of experience in digital strategy, marketing, and business development, specializing in guiding growth-stage
companies in Canada and abroad.
Mr . Arcila has supported both private and public issuers by leading digital -transformation initiatives,
strengthening investor communications, and shaping data -driven growth strategies. His appointment
enhances Earthwise’s strategic positioning and stakeho lder engagement as the Company advances
exploration at its Iron Range Gold Project in British Columbia.
Earthwise is pleased to announce the appointment of Solomon Kasirye to its Board of Directors. Mr . Kasirye
is a professionally registered geoscientist with over a decade experience at all stages of mining, and financial
exposure. He has worked in various r oles covering resource estimation, exploration, mine geology,
commodity research, and equity research at leading global firms.
Mr . Kasirye is the Managing Director of SoloCore Solutions, a boutique consulting firm specializing in geology,
mining due diligence, and investment advisory. He holds Master of Science degrees in Metal and Energy
Finance (Imperial College London) and Mineral Resource Management (University of Free State), a Bachelor
of Science (BSc) (Honours) degree in Geology from the University of the Witwatersrand, and a BSc degree in
Geology & Computer Science from the University of Namibia.
Earthwise is pleased to announce the appointment of Ikavinder Deol, CPA to the position of Chief Financial
Officer . Mrs. Deol has over six years experience working with junior mining companies, providing
comprehensive accounting, financial reporting, and regulatory compliance services under IFRS. She currently
holds the CPA designation working at Cross Davis & Company LLP , a Chartered Professional Accountant firm
providing accounting and management services to publicly listed entities, primarily in the mining sector .
Earthwise announces the resignation of Abbey Olaiya from the Board of Directors and as Chief Financial
Officer . We want to wish Mr . Olaiya the best in all future endeavors as his expertise will serve him well.
About Earthwise Minerals
Earthwise is focused on junior stage project acquisitions across Canada. For more information, review the
Company’s filings available at www.sedarplus.ca.
EARTHWISE MINERALS CORP.,
ON BEHALF OF THE BOARD
“Mark Luchinski”
Contact Information:
Mark Luchinski
Chief Executive Officer, Director
Telephone: (604) 506-6201
Email: [email protected]
Forward Looking Statements
This news release includes statements that constitute “forward -looking information” as defined under
Canadian securities laws (“forward -looking statements”) including, w ithout limitation, statements
respecting the Offering and the intended use of proceeds therefrom . Statements regarding future plans
and objectives of the Company are forward looking statements that involve various degrees of risk.
Forward-looking statements reflect management’s current views with respect to possible future events
and conditions and, by their nature, are subject to known and unknown risks and uncertainties, both
general and specific to the Company. Although the Company believes the expectations expressed in i ts
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forward-looking statements are reasonable, forward-looking statements are not guarantees of future
performance, and actual outcomes may differ materially from those in forward -looking statements.
Additional information regarding the various risks and uncertainties facing the Company are described in
greater detail in the “Risk Factors” section of the Company’s annual management’s discussion and analysis
and other continuous disclosure documents filed with the Canadian securities regulatory authorities which
are available at www.sedar plus.ca. The Company undertakes no obligation to update forward -looking
information except as required by applicable law. The reader is cautioned not to place undue reliance on
forward-looking statements.
For more information, please contact Mark Luchinski, Chief Executive Officer and Director , at
[email protected] or (604) 506-6201.