Rackla Metals Completes Private Placement Financing, Raising $2.99 Million

(TheNewswire)

V ancouver, British Columbia – April 24, 2025– TheNewswire - RacklaMetals Inc. (TSX-V: RAK) (the “ Company ”) is pleased to report that it hasclosed its previously announced non-brokered private placementfinancing (the “ Offering ”), raising total gross proceeds of$2,994,150.  The Company has issued 10,640,000 charity flow-throughunits (the “ CFTOffering ”) at a price of $0.21 each forproceeds of $2,234,000, and issued 5,605,002 hard-dollar units (the“ HD Offering ”) at a price of $0.15 each for proceeds of$759,750.

Each unit consists of one common share of the Companyand one-half of a warrant, with each whole warrant entitling theholder to purchase one additional common share of the Company at aprice of $0.15 for one year following the closing of the Offering. Each common share issued in the CFT Offering qualifies as a“flow-through share” within the meaning of subsection 66(15) ofthe Income TaxAct (Canada).

The proceeds received by the Company under the CFTOffering will be used to incur eligible “Canadian explorationexpenses” that qualify as Canadian exploration expenses and“flow-through mining expenditures” for the purposes of the Income Tax Act (Canada) on or before December 31, 2026 (or such otherperiod as may be permissible under applicable tax legislation).  Suchgross proceeds will be renounced in favour of the purchasers under theCFT Offering with an effective date of not later than December 31,2025, in the aggregate amount of not less than the total amount of thegross proceeds raised under the CFT Offering.

Management proposes to use the proceeds of the Offeringfor conducting exploration and drilling on the Company’s TombstoneGold Belt properties within the Selwyn Basin in the coming year, andfor continuing investigations of additional mineral properties foracquisition.  As well, proceeds from the HD Offering may be used forgeneral working capital and corporate purposes.

The Company has paid finder’s fees for a portion ofthe HD Offering consisting of cash payments totalling $35,962.50 and239,750 warrants which have the same terms as the unit warrants. S ecurities issued in the Offering are subjectto a resale restriction until August 24, 2025.  The Offering issubject to the final approval of the TSX Venture Exchange.

As two of the placees are deemed to be “relatedparties” to the Company, the Offering constitutes a “related partytransaction” within the meaning of TSX Venture Exchange Policy 5.9and Multilateral Instrument 61-101 Protection of Minority SecurityHolders in Special Transactions (“ MI 61-101 ”). TheCompany has relied on exemptions from the formal valuation andminority shareholder approval requirements of MI 61-101 contained insections 5.5(a) and 5.7(1)(a) of MI 61-101.

About Rackla

Rackla Metals Inc. (TSX-V: RAK) is a Vancouver, Canadabased junior gold exploration company.  The Company is targetingReduced Intrusion-Related Gold Systems (RIRGS) mineralization on thesoutheastern part of the Tombstone Gold Belt in eastern Yukon andwestern Northwest Territories.  Management believes that this area,which is underexplored for RIRGS deposit types, has the potential tobe the next frontier for their discovery.

ON BEHALF OF THE BOARD

Simon Ridgway,

CEO and Director

Tel: (604) 801-5432; Fax: (604) 662-8829
Email: info@goldgroup.com
Website: www.racklametals.com

Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in thepolicies of the TSX Venture Exchange) accept responsibility for theadequacy or accuracy of this news release.

Forward-Looking Information

Certain statements contained in thisnews release constitute forward-looking statements within the meaningof Canadian securities legislation. All statements included herein,other than statements of historical fact, are forward- lookingstatements and include, without limitation, statements about theOffering; the receipt of TSX Venture Exchange final approval of thefinancing; the use of proceeds from the financing; the ability of theCompany to incur Canadian exploration expenses with the gross proceedsfrom the CFT Offering; the expected closing of the Offering; theCompany’s future exploration activities; and general business andeconomic conditions. Often, but not always, these forward lookingstatements can be identified by the use of words such as“estimate”, “estimates”, “estimated”, “potential”,“open”, “future”, “assumed”, “projected”, “used”,“detailed”, “has been”, “gain”, “upgraded”,“offset”, “limited”, “contained”, “reflecting”,“containing”, “remaining”, “to be”, “periodically”, orstatements that events, “could” or “should” occur or beachieved and similar expressions, including negativevariations.

Forward-looking statements involveknown and unknown risks, uncertainties and other factors which maycause the actual results, performance or achievements of the Companyto be materially different from any results, performance orachievements expressed or implied by forward-looking statements. Suchuncertainties and factors include, among others, whether final stock exchange approval tothe Offering will be obtained; changes in general economic conditions and financial markets; theCompany or any joint venture partner not having the financial abilityto meet its exploration and development goals; risks associated withthe results of exploration and development activities, estimation ofmineral resources and the geology, grade and continuity of mineraldeposits; unanticipated costs and expenses; and such other risksdetailed from time to time in the Company’s quarterly and annualfilings with securities regulators and available under the Company’sprofile on SEDAR+ at www.sedarplus.ca . Althoughthe Company has attempted to identify important factors that couldcause actual actions, events or results to differ materially fromthose described in forward-looking statements, there may be otherfactors that cause actions, events or results to differ from thoseanticipated, estimated or intended.

Forward-looking statements containedherein are based on the assumptions, beliefs, expectations andopinions of management, including but not limited to: that final stock exchange approval to theOffering will be obtained; t hat the Company’s stated goals and planned exploration activitiesat its properties will be achieved; that there will be no materialadverse change affecting the Company, its properties or itssecurities; and such other assumptions as set out herein.Forward-looking statements are made as of the date hereof and theCompany disclaims any obligation to update any forward-lookingstatements, whether as a result of new information, future events orresults or otherwise, except as required by law. There can be noassurance that forward-looking statements will prove to be accurate,as actual results and future events could differ materially from thoseanticipated in such statements. Accordingly, investors should notplace undue reliance on forward-looking statements.

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