Anteros Metals Enters Into Letter of Intent and Announces Private Placement of up to $1 Million

Anteros Metals Inc. (CSE: ANT) (‘Anteros’ or the ‘Company’) is pleased to announce that the Company and Rift Minerals Inc. (‘Rift’) have entered into a binding letter of intent (the ‘LOI’) dated October 6, 2025, pursuant to which the Company has been granted an option (the ‘Option’) to acquire a beneficial interest in the Seagull Project, a critical minerals exploration stage property targeting platinum group elements (PGEs), nickel, copper, and helium (the ‘Property’). The Property is located approximately 80 kilometres northeast of Thunder Bay, Ontario.

Upon exercise of the Option, the Company and Rift shall use reasonable commercial efforts to negotiate, complete, execute and deliver a formal joint venture agreement, pursuant to which the Company may earn a working interest of up to 49% in the Property.

In order to exercise the Option, the Company shall:

Underwrite the Phase 1 cost of a 1,350m borehole at the Property (the ‘Drilling‘) (estimated at a minimum of $400,000 and up to $600,000 of anticipated exploration costs) to earn a contingent 20% interest in the Property;

Make a one-time up-front cash payment to Rift in the amount of $50,000, such payment to be made before the Drilling is commenced; and

Complete a second phase of exploration pursuant to Phase 1 results and recommendations for a Phase 2 exploration program, by an independent Qualified Person.

Rift’s sole asset is an option agreement (the ‘Option Agreement‘) dated July 26, 2024 with Thunder Gold Corp., whereby Rift has the option to acquire the Property. Rift has completed passive seismic imaging (ambient noise tomography) over the Property, identifying a deep low-velocity anomaly interpreted by Rift as a potential gas-bearing zone and/or mineralized feeder structure of the Seagull Intrusion. The planned drill program will test this target.

‘We’re pleased to partner with Rift to advance the Seagull Project as a complementary addition to our Canadian exploration portfolio,’ said Trumbull Fisher, CEO of Anteros. ‘This agreement provides low-cost exposure to a high-impact target in an emerging critical minerals jurisdiction.’

The completion of the transactions contemplated by the LOI remains subject to the Company and Rift entering into a definitive agreement and the approval of all regulatory and other approvals, including the approval of the Canadian Securities Exchange.

Dr. Geoff Heggie, P.Geo. (Ontario), a Qualified Person under National Instrument 43-101, has reviewed and approved the technical disclosure in this press release.

PRIVATE PLACEMENT

In addition, in connection with the proposed transaction, the Company announces that it non-brokered private placement through the issuance of flow-through units in the capital of the Company (each, a ‘FT Unit‘), and hard dollar units (each, a ‘Unit‘) of the Company, for aggregate gross proceeds of up to $1,000,000 (the ‘Offering‘).

The Units will be issued at a price of $0.05 per Unit and the FT Units will be issued at a price of $0.065 per FT Unit.

Each FT Unit shall be comprised of one common share, issued on a flow-through basis (‘FT Share‘) and one-half of one whole common share purchase warrant, issued on a non-flow-through basis (each whole warrant, a ‘ Warrant‘). Each Warrant shall entitle the holder thereof to acquire one common share in the capital of the Company (each, a ‘Common Share‘) at a price of $0.10 per Common Share for a period of two (2) years from date of issuance. The FT Shares will qualify as ‘flow-through shares’ within the meaning of subsection 66(15) of the Income Tax Act (Canada), which also qualify for the Canadian government’s Critical Mineral Exploration Tax Credit. Each Unit shall be comprised of one Common Share and one-half of one whole Warrant.

All securities issued pursuant to the Offering will be subject to a hold period of four months plus a day from the date of issuance and the resale rules of applicable securities legislation. The closing of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the Canadian Securities Exchange. The net proceeds from the sale of the Units will be used for general working capital purposes and the gross proceeds of the Offering received from the sale of the FT Shares will be used to incur ‘Canadian exploration expenses’ that will qualify as ‘flow-through critical mineral mining expenditures’ as such terms are defined in the Income Tax Act (Canada).

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the ‘U.S. Securities Act‘) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

ABOUT Anteros Metals Inc.

Anteros Metals Inc. is a Canadian exploration company focused on advancing a pipeline of critical minerals projects across Newfoundland and Labrador and select Canadian jurisdictions. The Company is targeting copper, nickel, zinc, and emerging strategic commodities that support the global energy transition. Immediate plans for their flagship Knob Lake Property include bringing the historical Fe-Mn Mineral Resource Estimate into current status as well as commencing baseline environmental and feasibility studies.

Cautionary Statement Regarding Forward-Looking Information

This news release may contain ‘forward-looking information’ and ‘forward-looking statements’ within the meaning of applicable Canadian securities legislation. All information contained herein that is not historical in nature may constitute forward-looking information. Forward-looking statements herein include but are not limited to statements relating to the prospects for development of the Company’s mineral properties, and are necessarily based upon a number of assumptions that, while considered reasonable by management, are inherently subject to business, market and economic risks, uncertainties and contingencies that may cause actual results, performance or achievements to be materially different from those expressed or implied by forward looking statements. Except as required by law, the Company disclaims any obligation to update or revise any forward-looking statements. Readers are cautioned not to put undue reliance on these forward-looking statements.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/269353

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