Mr. Carl Hansen reports

ATERRA METALS ANNOUNCES $3 MILLION PRIVATE PLACEMENT

Aterra Metals Inc. intends to undertake a non-brokered private placement financing from the sale of up to 154,520,550 units at a price of two cents per unit, to raise aggregate gross proceeds of up to $3,090,411. The company has appointed Research Capital Corp. as the exclusive finder for the offering.

The offering will consist of:

1. Up to 104,520,550 units for gross proceeds of up to $2,090,411 to be issued on a prospectus-exempt basis pursuant to the listed issuer financing exemption (LIFE) under applicable Canadian securities laws;
2. Up to 50 million units for gross proceeds of up to $1-million, to be issued on a prospectus-exempt basis other than under LIFE.

Each unit shall be comprises one common share of the company and one warrant. Each warrant will entitle the holder thereof to acquire one share from the company at a price of five cents per share for a period of 36 months from the date of issuance. The warrants will not be exercisable for a period of 60 days following closing of the offerings.

The company intends to use the net proceeds from the offerings to finance option payments and exploration activities at the Frontera, Taruca and Clinton properties. In addition, a portion of the funds raised will be used for working capital requirements and other general corporate purposes.

Subject to compliance with applicable regulatory requirements and in accordance with NI 45-106, the LIFE offering is being made to purchasers resident in Canada, except Quebec, pursuant to LIFE under Part 5A of NI 45-106. The units to be issued and sold under the LIFE offering will not otherwise be subject to resale restrictions pursuant to applicable Canadian securities laws. The units issued under the private placement offering will be offered to accredited investors pursuant to applicable prospectus exemptions in accordance with National Instrument 45-106 -- Prospectus Exemptions, and the shares and warrants underlying the units will be subject to a statutory hold period of four months and one day from their date of issuance.

The offering document relating to the LIFE offering can be accessed under the company's SEDAR+ profile and on the company's website. Prospective investors should read this offering document before making an investment decision.

Certain insiders of the company have indicated they intend to subscribe for up to 7.5 million units under the private placement offering. Each subscription by an insider is considered a related party transaction of the company within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. Subscriptions by insiders the private placement offering are exempt from the formal valuation requirement of MI 61-101 in reliance on Section 5.5(a) of MI 61-101 and the minority shareholder approval requirement of MI 61-101 in reliance on Section 5.7(1)(a) as the fair market value of the private placement offering, insofar as it involves subscriptions from such insiders, is not more than 25 per cent of the company's market capitalization.

The offerings are expected to close on or about the week of Jan. 12, 2026, and are subject to certain closing conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Canadian Securities Exchange (CSE) and the applicable securities regulatory authorities. In addition, pursuant to the policies of the CSE, completion of the private placement offering is subject to receipt of shareholder approval. The company is seeking such approval by way of written resolution, to be executed by shareholders holding a majority of the outstanding shares.

The company may pay a finder's fee in respect of those purchasers under the offerings introduced to it by certain persons. Each finder may receive a fee of up to 7 per cent of the gross proceeds received by the company from purchasers under the offerings who were introduced to the company by such finder, payable in cash or shares, in each case, in accordance with the policies of the CSE.

About Aterra Metals Inc.

Aterra Metals is a mineral exploration company focused on exploration opportunities in Chile. The company's team of successful exploration professionals are dedicated to the discovery of mineral deposits that can be progressed into economically viable development projects creating value for all stakeholders.

We seek Safe Harbor.