19:20:38 EDT Thu 04 Jun 2026
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or Name
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Pacific Ridge Exploration Ltd (4)
Symbol PEX
Shares Issued 62,843,250
Close 2026-06-04 C$ 0.21
Market Cap C$ 13,197,083
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Pacific Ridge arranges $7.2-million private placement

2026-06-04 16:34 ET - News Release

Mr. Blaine Monaghan reports

PACIFIC RIDGE ANNOUNCES C$7.2 MILLION NON-BROKERED PRIVATE PLACEMENT OF CHARITABLE FLOW-THROUGH, TRADITIONAL FLOW-THROUGH AND HARD DOLLAR UNITS

Pacific Ridge Exploration Ltd. has arranged a non-brokered private placement to raise aggregate gross proceeds of up to $7.2-million.

The offering consists of: (i) up to five million hard-dollar units of the company (the HD units) at a price of 20 cents per HD unit for gross proceeds of up to $1-million; (ii) up to 11 million flow-through units of the company at a price of 23 cents per FT unit for gross proceeds of up to $2.53-million; and (iii) up to 12.5 million charity flow-through shares (the CFT shares) at a price of 29.4 cents per CFT share for gross proceeds of up to $3,675,000.

The company understands that a strategic investor may acquire up to 12.5 million common shares of the company, which is expected to represent approximately 13.7 per cent of the outstanding common shares of Pacific Ridge (assuming completion of the maximum offering), and would result in the strategic investor becoming the company's largest shareholder.

Each HD unit will consist of one common share and one-half of one common share purchase warrant. Each FT unit will consist of one common share of the company that will qualify as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and one-half of one warrant that will also qualify as a flow-through share within the meaning of the Income Tax Act. Each CFT share will also qualify as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act.

Each warrant will entitle the holder to purchase one common share of the company at a price of 30 cents at any time on or after the date that is four months following the closing date of the offering until the date that is 24 months following the closing date.

The company will use the gross proceeds from the CFT shares for drilling at the RDP copper-gold project located in British Columbia. The gross proceeds from the FT shares will be used for drilling at the Kliyul copper-gold project, also located in British Columbia. The net proceeds from the HD units will be used for general working capital and corporate purposes.

The gross proceeds from the sale of FT units will be used to incur, on or before Dec. 31, 2027, resource exploration expenses that will constitute Canadian exploration expenses as defined in Subsection 66.1(6) of the Income Tax Act and flow-through mining expenditures as defined in Subsection 127(9) of the Income Tax Act. Such qualifying expenditures will be renounced on a pro rata basis to each subscriber for FT units with an effective date of no later than Dec. 31, 2026, in accordance with the Income Tax Act.

The gross proceeds from the sale of CFT shares will be used to incur, on or before Dec. 31, 2027, resource exploration expenses that will constitute Canadian exploration expenses as defined in Subsection 66.1(6) of the Income Tax Act, flow-through critical mineral mining expenditures as defined in Subsection 127(9) of the Income Tax Act, and, for British Columbia subscribers, B.C. flow-through mining expenditures as defined in the Income Tax Act (British Columbia) (collectively, CFT qualifying expenditures). The CFT qualifying expenditures will be renounced on a pro rata basis to each subscriber for CFT shares with an effective date of no later than Dec. 31, 2026, in accordance with the Income Tax Act.

The offering is expected to close in late June, 2026. Completion of the offering is subject to certain conditions, including receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

The company may, subject to the approval of the TSX-V, pay finders' fees in connection with the offering, which may include the payment of cash and/or issuance of warrants.

About Pacific Ridge Exploration Ltd.

Pacific Ridge, a Fiore Group company, aims to become British Columbia's leading copper exploration company. The Kliyul copper-gold project, located in the prolific Quesnel terrane close to existing infrastructure, is the company's flagship project. In addition to Kliyul, Pacific Ridge's project portfolio includes the RDP, Onjo and Redton copper-gold projects, all located in British Columbia. The company acknowledges that its B.C. projects are located in the traditional, ancestral and unceded territories of the Gitxsan Nation, McLeod Lake Indian Band, Nak'azdli Whut'en, Takla Nation and Tsay Keh Dene Nation.

We seek Safe Harbor.

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