Tribeca Resources Closes Upsized C$6.5 Million Non-Brokered Private Placement Offering

(TheNewswire)

23 OCTOBER, 2025 | VANCOUVER, BC – TheNewswire - Tribeca Resources Corporation (TSXV: TRBC) (OTCQB: TRRCF) (“ Tribeca Resources ”or the “ Company ”) is pleased to announce that it has closed its previouslyannounced non-brokered private placement offering of units of theCompany (“ Units ”), pursuant to which the Company issued 30,903,183 Unitsat a price of $0.21 per Unit for aggregate gross proceeds of$6,489,668.43  (the “ Offering ”).

Tribeca Resources CEO, Dr. Paul Gowcommented:

"The overwhelming and globalinterest, which led to a significant oversubscription of thisOffering, is a strong validation of our growth strategy and theexceptional potential of our growing portfolio of Chilean copperexploration assets . As well as strong support from ourcurrent shareholder base, we are extremely pleased to welcome adiverse, international group of new shareholders who share our visionfor the Company.

“Closing this financing with suchmomentum puts us in an excellent position to pursue aggressiveexploration and drilling programs with the objective of delivering forall stakeholders.”

Each Unit comprises one common share of the Company(each, a “ Share ”) and one-half of one common share purchase warrant (eachwhole warrant, a “ Warrant ”). Each Warrant is exercisable bythe holder thereof to acquire one additional Share (each, a“ Warrant Share ”, and together with the Units, Shares and Warrants, the“ Securities ") at an exercise price of $0.30 if exercised within thefirst 12 months following the Closing Date and $0.40 if exercisedwithin the subsequent 12-month period, for a total exercise period of24 months from the Closing Date; provided that: (i) the Warrants shallnot be exercisable within the initial 60-day period following theClosing Date, and (ii) the Company will have the right to acceleratethe expiry of the Warrants in the event the Shares trade on the TSXVenture Exchange (the “ TSXV ”) (or any such other stock exchange inCanada as the Shares may trade at the applicable time) at a volumeweighted average trading price (" VWAP ") of $0.50or more per Share for a ten (10) consecutive trading day period.

The Units issued under the Offering were offered topurchasers pursuant to the listed issuer financing exemption (LIFE)under Part 5A of National Instrument 45-106 – Prospectus Exemptions and in reliance on Coordinated Blanket Order 45-935 – Exemptions from CertainConditions of the Listed Issuer Financing Exemption and therefore the Securities issued under the Offering arenot subject to a hold period pursuant to applicable Canadiansecurities laws. There is an amended and restated offering document(the “ OfferingDocument ”) related to this Offering that canbe accessed under the Company’s profile at www.sedarplus.ca and onthe Company’s website at www.tribecaresources.com.

The proceeds from the Offering will be primarily usedto advance the Company’s La Higuera IOCG project (the“ La HigueraProject ”), with additional funds allocated tothe planned initial exploration and drilling activities at theexciting new Jiguata Project. The JiguataPurchase Option (as defined below) remains under review by the TSXVand there is no certainty that the Company will obtain the necessaryregulatory approvals, including approval of the TSXV, in respect ofthe Jiguata Purchase Option.

Tribeca Resources intends to use the net proceeds fromthe Offering as follows:

(1) The Company does notcurrently intend to use the available funds to complete its option toacquire the Gaby target, as more fully described in the OfferingDocument (the “ GabyAcquisition ”). Any decision to pursue the GabyAcquisition is at the Company’s sole discretion and will require theCompany to make a final one-time payment of US$1,550,000.00 onSeptember 15, 2026 (the “ Gaby Option Payment Date ”) subject to (i)any further negotiation between the Company and the vendor partyparticipating in the Gaby Acquisition (the “ Vendor ”) for thepurpose of extending the Gaby Option Payment Date; and (ii) theCompany obtaining additional financing (in addition to the Offering)to complete the Gaby Acquisition. The Vendor is not an insider,associate or affiliate of the Company.

(2) The Company only intends touse the part of the available funds as detailed above for explorationactivities at the Jiguata Project if it obtains the necessaryregulatory approvals, including approval of the TSXV, to enter intothe option to purchase 100% of the Jiguata Project (the“ Jiguata PurchaseOption ”), as more particularly set forth inthe Offering Document. In the event that the Company does not obtainall necessary regulatory approvals or approval from the TSXV, theCompany will use certain proceeds currently contemplated for theJiguata Project for other purposes as set out herein and in theOffering Document. The Jiguata Purchase Option remains under review bythe TSXV and there is no certainty that the Company will obtain thenecessary regulatory approvals, including approval of the TSXV, inrespect of the Jiguata Purchase Option. The Company confirms that ithas obtained and retained all required consents from purchasers in theOffering in respect of the Jiguata Purchase Option .

In connection with the Offering, the Company paid anaggregate of approximately $248,694 and issued finder’s warrants toacquire up to an aggregate of 1,184,257 Shares (the “ Finder’s Warrants ”) as finder's fees to certain eligible finders inconsideration for introducing certain purchasers to the Company. EachFinder’s Warrant entitles the holder to acquire one Share at a priceof $0.21 per Share for a period of twenty-four months. The Finder’sWarrants, and Shares issuable upon exercise of the Finder’sWarrants, are subject to a statutory four-month hold period pursuantto applicable Canadian securities laws.

The Offering remains subject to the final approval ofthe TSXV.

Related Party Disclosure

Certain insiders of the Company subscribed forapproximately $936,046 worth of Units in the Offering. Thisparticipation by insiders constitutes a “related partytransaction” within the meaning of Multilateral Instrument 61-101– Protection of Minority Shareholders in Special Transactions(“ MI 61-101 ”). The Company has relied on applicable exemptions fromthe formal valuation and minority approval requirements in Sections5.5(a), 5.5(b) and 5.7(1)(a), respectively, of MI 61-101. No newinsiders were created, nor has there been any change of control, as aresult of the Offering. The Company did not file a material changereport with respect to the insiders’ participation more than 21 daysbefore the expected closing of the Offering, as the details andamounts of the insider participation were not finalized until closerto the closing and the Company wished to close the Offering as soon aspracticable for sound business reasons.

Wildeboer Dellelce LLP acted as legal counsel toTribeca in connection with the Offering.

About Tribeca Resources

Tribeca Resources is acopper exploration company focused on discovering and developingcopper assets in northern Chile. The Company’s management team,whose members are significant shareholders of the Company, hasworld-leading copper expertise including a discovery history with ironoxide copper-gold deposits in the world’s great IOCG Belts of theCaraj ás district inBrazil and the Gawler and Cloncurry provinces of Australia, andporphyry-copper project and business development experience in PapuaNew Guinea, the Philippines, Peru, Argentina and Chile.

Tribeca Resources’ objective is to provide themineral resources for the next generation of copper mines in Chile. Itis focused on building a portfolio of projects, with emphasis on midto advanced-stage copper exploration and resource developmentprojects. To this end, mineral targets are regularly assessed inpursuit of acquisition, strategic exploration and significantdiscovery.

Tribeca Resources’ flagship property is the LaHiguera Project that comprises 4,147 hectares of granted mining andexploration licences and is located towards the southern end of theChilean Coastal IOCG Belt in the Coquimbo Region of northern Chile.Further information about the project can be found in the NI 43-101Technical Report lodged by Tribeca Resources on SEDAR+ on October 24,2022.

On behalf of Tribeca ResourcesCorporation

Cautionary Note

Neither the TSXV nor its Regulation Service Provider(as that term is defined in the policies of the TSXV) acceptsresponsibility for the adequacy or accuracy of this pressrelease.

This press release does not constitute or form a partof any offer or solicitation to purchase or subscribe for securitiesin the United States. The Securities issued pursuant to the Offeringhave not been and will not be registered under the United StatesSecurities Act of 1933, as amended (the “U.S. Securities Act”), orwith any securities regulatory authority of any state or otherjurisdiction in the United States, and may not be offered or sold,directly or indirectly, within the United States or to, or for theaccount or benefit of, U.S. persons, as such term is defined inRegulation S under the Securities Act (“Regulation S”), exceptpursuant to an exemption from or in a transaction not subject to theregistration requirements of the Securities Act.

Forward Looking Information

This press release contains forward-looking statementsand information that are based on the beliefs of management andreflect the Company's current expectations. When used in thispress release, the words "estimate", "project","belief", "anticipate", "intend","expect", "plan", "predict","may" or "should" and the negative of these wordsor such variations thereon or comparable terminology are intended toidentify forward-looking statements and information. Theforward-looking statements and information contained in this pressrelease may include, but are not limited to, the approval of theOffering by the TSXV, the ability of the Company to obtain thenecessary regulatory approvals, including TSXV approval, to enter intothe Jiguata Purchase Option, and the planned use of proceeds for theOffering .

Such statements and information reflect the currentview of the Company. By their nature, forward-looking statementsinvolve known and unknown risks, uncertainties and other factors,which may cause our actual results, performance or achievements, orother future events, to be materially different from any futureresults, performance or achievements expressed or implied by suchforward-looking statements. Such factors include, among others, theability to obtain regulatory approval for the Offering, the ability toobtain the necessary regulatory approvals, including TSXV approval, toenter into the Jiguata Purchase Option, the state of equity markets inCanada and other jurisdictions, market prices, exploration successes,and continued availability of capital and financing and generaleconomic, market or business conditions. Additional risks anduncertainties regarding the Company are described in itspublicly-available disclosure documents, filed by the Company onSEDAR+ at www.sedarplus.com.

There are several important factors that could causethe Company’s actual results to differ materially from thoseindicated or implied by forward-looking statements and information.Such factors include, among others: reliance on key management;changes in the credit or security markets; results of operationactivities; unanticipated costs and expenses; fluctuations incommodity prices; and general market and industry conditions. TheCompany cautions that the foregoing list of material factors is notexhaustive. When relying on the Company's forward-lookingstatements and information to make decisions, investors and othersshould carefully consider the foregoing factors and otheruncertainties and potential events. Factors that could cause actualresults to differ materially from those anticipated in theseforward-looking statements are described under the caption“Cautionary Statement Regarding Forward-Looking Information” inthe Company’s Offering Document dated as of October 15, 2025, whichis available for view on SEDAR+ at www.sedarplus.com.

The Company has assumed that the material factorsreferred to in the previous paragraph will not cause suchforward-looking statements and information to differ materially fromactual results or events. The forward-looking information contained inthis press release represents the expectations of the Company as ofthe date of this press release and, accordingly, is subject to changeafter such date. Readers should not place undue importance on forwardlooking information and should not rely upon this information as ofany other date. While the Company may elect to, it does not undertaketo update this information at any particular time except as requiredin accordance with applicable laws.

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