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Homerun Resources Inc. (TSXV: HMR,OTC:HMRFF) (OTCQB: HMRFF) ("Homerun" or the "Company") is pleased to announce that it has closed its financing, previously announced on June 16, 2025, with an arm's length institutional investor, Sorbie Bornholm LP (the "Investor") for aggregate proceeds of CDN$6,000,000 (the "Offering") at a price of $1.00 per unit ("Unit").
Pursuant to the terms and conditions of a Sharing Agreement and other supporting agreements between the parties, the proceeds have been deposited into escrow and the release of the shares, warrants and cash shall be as follows:
- The Investor deposited CDN$6,000,000 into a third-party escrow account.
- The Company will issue 6,000,000 shares into escrow and the warrants will be issued to the Investor on each monthly settlement date.
- Over a 24-month period, the cash and shares will be released from escrow monthly based on the Company's market price at each release date.
- The Investor will immediately receive upon closing 1,500,000 warrants exercisable at CDN$1.18 for three (3) years.
- The Investor will also receive up to 4,960,000 additional warrants, released monthly over 24 months, priced at a 20% premium to the 5-day VWAP at the time of each issuance and exercisable for three (3) years from issuance.
- The Company paid the Investor a corporate finance fee of $360,000 payable via the issuance of 360,000 Units and a due-diligence deposit of $100,000 payable via the issuance of 100,000 Units, both on the same terms as the Units and subject to the same escrow release schedule.
SHARING AGREEMENT
The Units to be issued under the Offering, representing $6,000,000 will be held pursuant to a sharing agreement between the Investor and the Company (the "Sharing Agreement"). The Sharing Agreement provides that the Company's economic interest will be determined in 24 monthly settlement tranches as measured against the Benchmark Price (as defined herein). If, at the time of settlement, the Settlement Price (determined monthly based on a volume-weighted average price for 20 trading days prior to the settlement date) (the "Settlement Price") exceeds the benchmark price of $1.178 (the "Benchmark Price"), the Company shall receive more than 100% of the monthly settlement due, on a pro-rata basis. There is no upper limit placed on the additional proceeds' receivable by the Company as part of the monthly settlements. If, at the time of settlement, the Settlement Price is below the Benchmark Price of $1.178, the Company will receive less than 100% of the monthly settlement due on a pro-rata basis. In no event will a decline in the Settlement Price of the Units result in an increase in the number of Units being issued to Sorbie.
TABLE OF BENCHMARK PRICE PERFORMANCE POTENTIAL DISTRIBUTIONS:
| Benchmark Price (BMP) | VWAP Price | Monthly Release | Additional Monthly Cash | Monthly Net to Company | Total Net to Company* | Shares Issued to Sorbie in Placement |
| Benchmark Price | 1.178 | $250,000 | $0 | $250,000 | $6,000,000 | 6,000,000 |
| 25% above BMP | 1.4725 | $250,000 | $62,500 | $312,500 | $7,500,000 | 6,000,000 |
| 50% above BMP | 1.767 | $250,000 | $125,000 | $375,000 | $9,000,000 | 6,000,000 |
| 100% above BMP | 2.356 | $250,000 | $250,000 | $500,000 | $12,000,000 | 6,000,000 |
| 200% above BMP | 3.534 | $250,000 | $500,000 | $750,000 | $18,000,000 | 6,000,000 |
| 300% above BMP | 4.712 | $250,000 | $750,000 | $1,000,000 | $24,000,000 | 6,000,000 |
| 20% below BMP | 0.9424 | $250,000 | ($50,000) | $200,000 | $4,800,000 | 6,000,000 |
*Assumes static VWAP for entire term and does not include any proceeds from the warrants
As part of the TSX Venture Exchange ("TSXV") approval of the Offering, the Company shall be required to file a private placement submission through the TMX LINX portal within three (3) business days from the date that the Company receives the monthly settlement notice from the Investor. The TMX LINX submission must include the following requirements:
- A final TSXV Form 4B detailing the cash release from escrow and the corresponding number of shares released from escrow, and confirming the number and details of the warrants issued from the Company's treasury;
- A copy of the Investor's settlement notice;
- A copy of the Company's news release that discloses the details of the settlement; and
- The minimum Exchange fee.
The Company relied on the listed issuer financing exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemption, for the Offering, and the shares and warrants will not be subject to restrictions on resale. An offering document dated December 1, 2025 related to the Offering is available under the Company's profile at www.sedarplus.ca and at www.homerunresources.com.
About Sorbie Bornholm LP (https://sorbiebornholm.com/)
Sorbie Bornholm LP is a global investment firm that provides funding for ongoing business objectives to listed micro, small and mid-cap growth companies. We focus on public equity investments in companies that are looking to expand - and on management teams with a clear growth strategy. Our extensive experience allows us to invest in most industries - and to focus on providing supportive, longer-term capital that rewards company growth.
Since 2000, Sorbie Bornholm LP founder Greg Kofford has perfected the "Sorbie-Strategy", utilizing a Sharing Agreement that supports management and rewards growth. This unique approach has now been used in over 70 investments - with many of those resulting in the companies receiving more cash than the original offering proceeds, without having to issue any additional shares.
Sorbie Bornholm's core values drive who we are and how we invest. We are committed to developing long-term relationships with select listed public companies and their brokers & advisers. We focus on providing supportive, longer-term capital that rewards growth. We invest to make a difference, to become a valued partner and to be a shareholder of choice. It's important to us that we succeed together.
About Homerun (www.homerunresources.com / www.homerunenergy.com)
Homerun is building the silica-powered backbone of the energy transition across four focused verticals: Silica, Solar, Energy Storage, and Energy Solutions. Anchored by a unique high-purity low-iron silica resource in Bahia, Brazil, Homerun transforms raw silica into essential products and technologies that accelerate clean power adoption and deliver durable shareholder value.
- Silica: Secure supply and processing of high-purity low-iron silica for mission-critical applications, enabling premium solar glass and advanced energy materials.
- Solar: Development of Latin America's first dedicated 1,000 tonne per day high-efficiency solar glass plant and the commercialization of antimony-free solar glass designed for next-generation photovoltaic performance.
- Energy Storage: Advancement of long-duration, silica-based thermal storage systems and related technologies to decarbonize industrial heat and unlock grid flexibility.
- Energy Solutions: AI-enabled energy management, control systems, and turnkey electrification solutions that reduce costs and optimize renewable generation for commercial and industrial customers.
With disciplined execution, strategic partnerships, and an unwavering commitment to best-in-class ESG practices, Homerun is focused on converting milestones into markets-creating a scalable, vertically integrated platform for clean energy manufacturing in the Americas.
On behalf of the Board of Directors of
Homerun Resources Inc.
"Brian Leeners"
Brian Leeners, CEO & Director
brianleeners@gmail.com / +1 604-862-4184 (WhatsApp)
Tyler Muir, Investor Relations
info@homerunresources.com / +1 306-690-8886 (WhatsApp)
FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE
The information contained herein contains "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance are not statements of historical fact and may be "forward-looking statements".
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/277257
