Pacific Ridge Exploration Ltd. (TSX-V: PEX) (OTCQB: PEXZF) (FSE: PQW) is pleased to announce that it has closed the initial tranche of its previously announced private placement for gross proceeds of C$4,516,800.02 from the sale of (i) 9,920,000 hard dollar units at a price of C$0.20 per HD Unit; and (ii) 11,012,174 flow-through units at a price of $0.23 per FT Unit.

The charitable flow-through portion of the Offering, which the Company anticipates will be completed in early July, will be increased to be comprised of up to 13,400,000 charity flow-through shares at a price of C$0.294 per CFT Shares for gross proceeds of up to C$3,939,600.

Each HD Unit consists of one common share and one-half of one common share purchase warrant. Each FT Unit consists 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 Warrant entitles the holder to purchase one common share of the Company at a price of C$0.30 at until June 26, 2028.

The gross proceeds from the FT Shares will be used for drilling at the Kliyul copper-gold project 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 December 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 December 31, 2026, in accordance with the Income Tax Act.

As consideration for arranging the Offering, the Company has paid finder’s fees comprised of a cash commission in the aggregate amount of $165,428 and warrants exercisable to purchase up to 735,730 common shares at a price of $0.30 until June 26, 2028.

The securities of the Company issued from the sale of such HD Units and FT Units, and any Warrant Shares and Finder’s Warrant Shares issued upon exercise of the Warrants and the Finder’s Warrants are subject to a statutory hold period and may not be traded until October 27, 2026, except as permitted by applicable securities legislation and the policies of the TSX Venture Exchange.

About Pacific Ridge

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.

On behalf of the Board of Directors,

“Blaine Monaghan”

Blaine Monaghan
President & CEO
Pacific Ridge Exploration Ltd.