Mr. Greg Ferron reports

PTX METALS INC. ANNOUNCES PRIVATE PLACEMENT AMENDMENTS

PTX Metals Inc. has provided the following updates to its previously disclosed non-brokered private placements, as referenced in its news releases dated Sept. 8, 2025, and Sept. 16, 2025. In response to market demand, the company has increased the maximum size of the offering (the listed issuer financing exemption offering) being completed under the LIFE (as defined below) from $3.5-million to $5.5-million while keeping a minimum offering of $2-million of hard-dollar units (as defined below). There remains no minimum on the size of the offering of charity flow-through units.

LIFE offering

Pursuant to the amended terms of the LIFE offering, the company is offering for sale by way of a non-brokered private placement: (i) hard-dollar units at a price of 10 cents per HD unit; and (ii) CFT units at a price of 15 cents per CFT unit, to raise aggregate gross proceeds of up to $5.5-million. Each unit shall consist of one common share and one-half of one share purchase warrant. Each warrant is exercisable to acquire one additional warrant share at a price of 16 cents per warrant share for a period of 36 months from the date of issuance. The warrants issued pursuant to the LIFE offering will be subject to a restriction on exercise expiring 61 days following the date of issuance.

The company intends to use the proceeds from the issuance of the HD units for general corporate expenses and working capital purposes.

The gross proceeds from the issuance of the CFT units will be used to incur eligible Canadian exploration expenses as defined in Subsection 66.1(6) of the Income Tax Act (Canada) that qualify as flow-through critical mineral mining expenditures as defined in Subsection 127(9) of the tax act related to the company's projects in Ontario. The qualifying expenditures will be incurred on or before Dec. 31, 2026, and will be renounced by the company to the initial purchasers of the CFT units with an effective date no later than Dec. 31, 2025, in an aggregate amount not less than the gross proceeds raised from the issue of the CFT units.

The units issued under the LIFE offering are being offered to purchasers pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 (Prospectus Exemptions) and as modified by Coordinated Blanket Order 45-935 (Exemptions from Certain Conditions of the Listed Issuer Financing Exemption) in each of the provinces of Canada. Pursuant to the LIFE, the units to be issued pursuant to the LIFE offering will not be subject to a hold period under Canadian securities laws.

The company has filed on its SEDAR+ profile contemporaneously herewith an amended and restated offering document addressing the upsized LIFE offering available for purchase in accordance with the requirements of Form 45-106F19. The amended and restated offering document can be accessed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read the amended and restated offering document before making an investment decision.

Non-LIFE offering

In addition, the previously disclosed concurrent non-brokered offering has also been amended. The amendments remove the charity flow-through component of this offering and increase the maximum size of the offering of flow-through units from $1-million to $1.5-million. The FT units will be issued at a price of 13.5 cents per FT unit with each FT unit being composed of one common share and one-half of one warrant. The securities sold under the non-LIFE offering will be sold under prospectus exemptions other than the LIFE, and the securities underlying the FT units sold under the non-LIFE offering will be subject to a hold period of four months and one day from the date of issuance.

The closing of the LIFE offering and non-LIFE offering may occur in multiple tranches, with the final closing expected to occur starting on Sept. 29, 2025. The offerings are subject to certain conditions, including applicable regulatory approvals and acceptance by the TSX Venture Exchange.

Additional information

Insiders of the company may participate in the offerings. The issuance of securities to insiders will be considered related-party transactions within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company intends to rely on the exemption set forth in Section 5.5(a) of MI 61-101 from the formal valuation requirements of MI 61-101 and the exemption set forth in Section 5.7(1)(a) of MI 61-101 from minority shareholder approval requirements of MI 61-101 in respect of such insider participation as the fair market value of the offerings, insofar as they involve interested parties, is not expected exceed 25 per cent of the company's market capitalization.

In connection with the offerings (as permitted by the policies of the TSX-V), eligible finders will be paid a cash amount equal to 7 per cent of the gross amount raised by finders. In addition, a number of finder warrants equal to 7 per cent of the number of units and FT units issued pursuant to the offerings will be issued to eligible finders. Each finder warrant will entitle the holder thereof to purchase one common share at a price of 14 cents (subject to adjustment) for a period of two years following the issuance of the finder warrants. The finder warrants will be subject to a statutory hold period in Canada of four months and one day after the issuance of the finder warrants.

About PTX Metals Inc.

PTX is a mineral exploration company focused on high-quality strategic metal assets in Northern Ontario, allowing exposure for shareholders to copper, gold, nickel and platinum group element discovery. The province of Ontario is renowned as a first-class mining jurisdiction for its abundance of mineral resources and safe jurisdiction.

Its corporate objective is to advance its assets and unveil the potential of two flagship projects, the W2 copper-nickel-platinum-group-element project located in the strategic Ring of Fire region, and the Shining Tree gold project neighbour to multimillion-ounce gold deposits in the Timmins gold camp.

PTX's portfolio of assets was strategically acquired for its geologically favourable attributes and proximity to established mining companies.

PTX is based in Toronto, Canada. The company is also listed in Frankfurt under the symbol 9PF and on the OTCQB in the United States as PANXF.

We seek Safe Harbor.