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Hercules Metals Corp. (TSXV: BIG,OTC:BADEF | OTCQB: BADEF) ("Hercules" or the "Company") is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp. and BMO Capital Markets, as joint bookrunners, on behalf of a syndicate of underwriters (collectively, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bought-deal private placement basis, 34,500,000 common shares of the Company (the "Common Shares") at a price of $0.87 per Common Share (the "Offering Price") for gross proceeds of $30,015,000 (the "Offering").
The Company has also granted the Underwriters an option to purchase up to an additional 5,200,000 Common Shares at the Offering Price for additional gross proceeds of up to $4,524,000 exercisable, in whole or in part, at any time up to 48 hours prior to the closing of the Offering (the "Underwriter Option").
The net proceeds of the Offering will be used to advance the Hercules Project, as well as for working capital and general corporate purposes.
The Common Shares will be offered by way of private placement pursuant to applicable exemptions from prospectus requirements in each of the provinces of Canada, other than Quebec, and in such other jurisdictions as may be mutually agreed between the Company and the Underwriters. It is anticipated that closing of the Offering will occur on or about November 12, 2026, or such other date or dates as the Company and the Underwriters may agree. The Offering is subject to the satisfaction of certain conditions, including receipt of all applicable regulatory approvals including the conditional approval of the TSX Venture Exchange. The securities to be issued under the Offering will be subject to a hold period expiring four months and one day from the applicable closing date in accordance with applicable Canadian securities laws.
About Hercules Metals Corp.
Hercules Metals Corp. (TSXV: BIG,OTC:BADEF) (OTCQB: BADEF) is an exploration Company focused on developing America's newest porphyry copper district, in Idaho.
The 100% owned Hercules Project, located northwest of Cambridge, hosts the Leviathan porphyry copper system, one of the most important new discoveries in the country to date. The Company is well positioned for growth through continued drilling, supported by a strategic investment from Barrick Mining Corporation.
With the potential for significant scale, the Company's management and board of directors aims to deliver value to shareholders through proven discovery success.
For further information please contact:
George Ogilvie
President and CEO
Telephone +1 (416) 723-0458
Email: gogilvie@herculesmetals.com
Alison Dwoskin
VP Investor Relations
Telephone: +1 (647) 233-4348
Email: adwoskin@herculesmetals.com
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. Any securities referred to herein have not 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 of an exemption from such registration is available.
Cautionary Statements Regarding Forward-Looking Information
All statements, other than statements of historical fact, contained or incorporated by reference in this press release constitute "forward-looking statements" and "forward-looking information" (collectively, "forward-looking statements") within the meaning of applicable Canadian and United States securities legislation. Generally, forward-looking statements can be identified by the use of forward-looking terminology such as "assumption", "believe", "developing", "estimate", "expectation", "exploration", "focused", "forward", "future", "intended", "may", "potential", "project", and "will", or variations of such words, and similar such words, expressions or statements that certain actions, events, conditions or results will, may, could, or should (or not) be achieved, occur, provide, result or support in the future, or which, by their nature, refer to future events. In some cases, forward-looking information may be stated in the present tense, such as in respect of current matters that may be continuing, or that may have a future impact or effect. Forward-looking statements in this press release may include statements regarding the Offering, the use of proceeds of the Offering, the ability to obtain necessary approvals in respect of the Offering, including the conditional approval of the TSX Venture Exchange.
Although the Company believes the forward-looking statements contained in this press release are reasonable, there can be no assurance that those forward-looking statements will prove to be correct, and any forward-looking statements by the Company are not guarantees of future actions, results or performance. Forward-looking statements are based on assumptions, estimates, expectations, information and opinions, which are considered reasonable and represent best judgment based on available facts, as of the issuance of this press release. If such assumptions, estimates, expectations and opinions prove to be incorrect, actual and future results may be materially different than expressed or implied in the forward-looking statements. The assumptions, estimates, expectations and opinions contained in this press release which may prove to be incorrect include those set forth in this press release, as well as those stated in the Company's other public disclosure, including its Management's Discussion and Analysis (together with the accompanying financial statements) for the year ended December 31, 2025 and for the most recently completed financial quarter (collectively, the "Public Disclosure"), available on the Company's website at www.herculesmetals.com and under its issuer profile at www.sedarplus.ca. Forward-looking statements, by their nature, are inherently subject to known and unknown risks, uncertainties, contingencies and other factors which may cause the Company's actual results, activity, performance, developments or achievements, or other future events, to be materially different from any future results, activity, performance, developments or achievements expressed or implied by such forward-looking statements. Examples of such assumptions, estimates, expectations, opinions, risks, uncertainties, contingencies and other factors include those identified herein as well as those set forth in the Public Disclosure, available on the Company's website at www.herculesmetals.com and/or under its issuer profile at www.sedarplus.ca. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those contained in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Forward-looking statements contained herein are made as of the issuance of this press release (or as otherwise expressly specified) and the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by applicable securities laws. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements referenced or contained in this press release are expressly qualified by these Cautionary Statements as well as the cautionary statements and/or notes in the Public Disclosure.
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 press release.
