Mr. Ryan Hrkac reports

NORTEC COMPLETES $605,000 NON-BROKERED PRIVATE PLACEMENT AND ANNOUNCES $57,500 DEBT SETTLEMENT

Nortec Minerals Corp. has completed a non-brokered private placement offering, consisting of 11.1 million non-flow-through units at a price of five cents per unit, for gross proceeds of $555,000 and 769,231 flow-through units (FT units) at a price of 6.5 cents per FT unit, for gross proceeds of $50,000. Each unit consists of one common share and one common share purchase warrant. Each warrant will entitle the holder to purchase one additional common share. Each FT unit consists of one common share to be issued on a flow-through basis under the Income Tax Act (Canada) and one warrant. Each warrant entitles the holder to purchase one (non-flow-through) common share.

The company intends to use the net proceeds of the offering for working capital and general corporate purposes, while net proceeds from the FT offering are intended to be used for qualifying exploration activities in Ontario, Canada.

Warrant terms

• Each whole warrant shall have a term of 36-months, subject to acceleration;
• During the first 18 months after closing, the exercise price of each warrant shall be 6.5 cents and thereafter 11 cents per common share;
• Pursuant to the terms of the warrants, if over a period of 10 consecutive trading days (a trading target) between the date that is four months and one day following the closing date and the expiry date of the warrants, the volume-weighted average price of the common shares on the TSX Venture Exchange or such other stock exchange where the majority of the trading volume occurs, exceeds or is equal to 10 cents, the company may, at its sole option, accelerate the expiry date of the warrants, provided that: (i) the company disseminates a press release providing notice of its intention to accelerate the expiry date of the warrants; and (ii) the accelerated expiry date of the warrants falls on or after the 30th trading day after the date of dissemination of such press release, unless exercised by holders prior to such date.

In accordance with applicable securities laws, all securities issued are subject to a four-month-and-one-day hold period from the date of issuance.

The company paid finders' fees and/or commissions in accordance with applicable securities laws and the policies of the TSX Venture Exchange, totalling $13,500 in cash.

Debt settlement

The company is also pleased to announce that it has entered into a debt settlement agreement with an arm's-length service provider to settle an aggregate of $57,500 in debt for common shares of the company. In settlement of the debt, the company will issue an aggregate of 1.15 million common shares of the company at a deemed price of five cents per debt share.

In accordance with applicable securities laws, all securities issued under the debt settlement will be subject to a four-month-and-one-day hold period from the date of issuance. Closing of the debt settlement is subject to certain conditions customary for transactions of this nature, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX-V. The issuance of debt shares will not result in the creation of a new control person, as that term is defined under the policies of the TSX-V.

Barker Bay gold property acquisition

The company is pleased to report on the status of the proposed acquisition of the Barker Bay gold property as announced via new release on Nov. 5, 2025.

The company received conditional approval for the acquisition from the TSX Venture Exchange on Dec. 4, 2025, and continues to work towards satisfying the conditions precedent to closing the acquisition.

The company expects to close the transaction in April, 2026.

About Nortec Minerals Corp.

Nortec is a mineral exploration company focused on identifying gold and copper properties with high discovery potential and advancing those projects to create outsized shareholder value. Current property holdings comprise 100-per-cent interests in two exploration stage critical mineral (zinc) projects, namely the Sturgeon Lake VMS (volcanogenic massive sulphide) and the Mattagami River zinc properties, both located in Ontario, Canada. Additionally, the company holds a 16.4-per-cent interest in the Tammela Gold in southwest Finland.

On Nov. 5, 2025, the company announced that it entered into an asset purchase agreement to acquire the Barker Bay gold property, located in Ontario, Canada.

On Feb. 25, 2026, the company announced that it entered into an option agreement to acquire the high-grade, past-producing, Pearl gold project, located in Nevada, United States.

We seek Safe Harbor.