Mr. Vince Sorace reports

SERRA ENERGY ANNOUNCES CLOSING OF FINANCING WITH ROV

Serra Energy Metals Corp. target ROV Investment Partners Corp. has completed its previously announced brokered private placement of 7,253,433 subscription receipts at a price of 35 cents per subscription receipt for gross proceeds of $2,538,701.55.

As originally announced in the company's news releases dated May 1, 2025, and Sept. 25, 2025, the company is completing an amalgamation with ROV and 1536702 B.C. Ltd., a wholly owned subsidiary of the company, pursuant to which the company will, by way of a three-cornered amalgamation, acquire all of the issued and outstanding securities of ROV. Upon completion, the transaction will result in a reverse takeover of the company by the shareholders of ROV and such entity following closing of the transaction is referred to herein as the resulting issuer. The resulting issuer's primary business will be that of Uberdoc Inc., a U.S.-based wholly owned subsidiary of ROV, which operates a digital platform that facilitates direct-pay access to medical professionals. The transaction is pursuant to an amalgamation agreement entered into among the company, ROV and 1536702 B.C. dated May 1, 2025, as amended Sept. 11, 2025, and Nov. 19, 2025.

In connection with the transaction, ROV completed the private placement pursuant to which each subscription receipt will be held in escrow pending the fulfilment of certain conditions and will automatically convert, for no additional consideration and without further action on part of the holder thereof, on the date the escrow release conditions are satisfied or such other date agreed to in writing by the company, ROV and Canaccord Genuity Corp. (the agent), to one unit of ROV. The ROV securities comprising the units will be exchanged under the amalgamation agreement following the conversion of the subscription receipts such that, following the closing of the transaction, each unit will comprise one common share in the capital of the resulting issuer and one-half of one warrant of the resulting issuer. Each resulting issuer warrant is exercisable into one resulting issuer share at an exercise price equal to 50 cents for a period of two years following issuance. The resulting issuer shares and resulting issuer warrants will not be subject to any resale restrictions following completion of the transaction.

The gross proceeds of the private placement will be held in escrow pending the satisfaction of the escrow release conditions and certain other customary conditions. Following the completion of the transaction, the funds are expected to be used to advance certain business milestones of the resulting issuer and for working capital purposes.

In addition to completion of the private placement, on Dec. 8, 2025, ROV completed a non-brokered special warrant financing for gross proceeds of $461,540 through the sale of 1,318,686 special warrants of ROV at a price of 35 cents per special warrant. In aggregate, ROV raised gross proceeds of approximately $3-million from the private placement and ROV financing.

In connection with the private placement, ROV paid a $139,909 cash commission and issued 399,740 broker warrants, each exercisable to acquire one common share of ROV at 35 cents for a period of 24 months following the closing date of the transaction, to the agent.

Completion of the transaction is subject to a number of conditions, including, but not limited to, the Canadian Securities Exchange approval. There can be no assurance that the transaction will be completed as proposed or at all.

The CSE has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release. Trading in the common shares will remain halted pending the review of the proposed transaction by the CSE.

About Serra Energy Metals Corp.

Serra Energy Metals is a publicly traded company listed on the CSE that is focused on the acquisition, exploration and development of green metal projects, with an emphasis on identifying and investigating exploration targets that are drill ready and situated near infrastructure.

We seek Safe Harbor.