MARKET WIRE NEWS

Surge Copper Announces Upsize of Private Placement to $20 Million

MWN-AI** Summary

Surge Copper Corp. (TSXV: SURG) has announced an increase in the size of its previously disclosed non-brokered private placement, now totaling $20 million. This upsize involves offering 40 million units at a price of $0.50 per unit. CEO Leif Nilsson expressed gratitude for continued support from existing shareholders and welcomed new long-term investors, noting that the decision to enlarge the financing reflects strong demand and a shared vision for advancing the company's Berg Project. The additional capital will help strengthen Surge's balance sheet and improve financial visibility as the company moves forward with permitting and technical work, post-Pre-Feasibility Study (PFS).

The offering includes a strategic investor agreement that allows a strategic investor to maintain their ownership stake, subject to regulatory limits. The gross proceeds will rely on this investor's participation, pending required approvals. Surge plans to allocate the net proceeds to advancing its mineral exploration projects, including the Berg and Ootsa projects, as well as for general corporate purposes.

The financing is anticipated to close around February 26, 2026, possibly in multiple tranches and subject to regulatory approvals, including the consent of the TSX Venture Exchange. The company may also pay finders' fees of up to 6% of eligible funds raised.

Surge Copper is positioned within British Columbia's emerging mineral district, emphasizing the development of crucial metals like copper, molybdenum, and silver. This initiative aligns with Canada’s critical minerals strategy, showcasing Surge’s commitment to responsible resource development. For more information, visit Surge Copper's official website.

MWN-AI** Analysis

Surge Copper Corp.'s recent announcement of an upsize to its private placement financing to $20 million is a pivotal development for investors considering entry or expansion in the stock. By increasing the offering from its initial size, the company demonstrates robust demand and reinforces market confidence in the potential of both the Berg and Ootsa projects.

Investors should view the increase in financing cap as a strong indicator of institutional and strategic investor confidence, especially given the participation right established with a Strategic Investor. This suggests that existing stakeholders are optimistic about the future trajectory of the company, particularly as it prepares to advance permitting and technical work beyond the upcoming Pre-Feasibility Study (PFS).

With the gross proceeds earmarked for exploration and development work, Surge is positioning itself to explore a vital segment of the mining sector, capitalizing on the burgeoning demand for copper and associated metals critical for green technologies and energy systems. The location of the Berg Project in British Columbia, a jurisdiction with established regulatory frameworks and infrastructure, adds to this attractiveness.

As the company has indicated that these funds will augment its balance sheet, investors can expect improved stability and strategic maneuverability moving forward. Moreover, the closing of the financing, anticipated around February 26, 2026, is contingent upon receiving necessary regulatory approvals, which injects a level of caution into timing.

In light of these considerations, investors might view Surge's stock positively, pending regulatory clearance, and consider taking positions or increasing holdings in anticipation of further positive developments as the projects advance. Nevertheless, potential investors should remain aware of inherent mining sector risks, including permitting delays and market fluctuations in metal prices. It is prudent to conduct due diligence and possibly engage financial advisors before making significant investment moves.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

Vancouver, British Columbia, Feb. 11, 2026 (GLOBE NEWSWIRE) -- Surge Copper Corp. (TSXV: SURG) (OTCQB: SRGXF) (Frankfurt: G6D2) (“Surge” or the “Company”) is pleased to announce that it has increased the size of its previously announced non-brokered private placement to $20 million (the “Offering”).

Pursuant to the amended terms, the Offering will now consist of 40 million units (the “Units”) at a price of $0.50 per Unit for gross proceeds of $20 million. All other terms of the Offering remain unchanged.

Leif Nilsson, Chief Executive Officer, commented: “We appreciate the continued support from existing shareholders and the participation of new long-term investors. The decision to increase the size of the financing reflects constructive demand and alignment around the development pathway at Berg. This capital materially strengthens our balance sheet and provides enhanced financial visibility as we advance permitting and technical work beyond the upcoming PFS. We believe the Company is well positioned to execute its next phases of work from a position of financial strength.

Pursuant to the terms of an investor rights agreement dated May 31, 2024 between the Company and a strategic investor (the “Strategic Investor”) (see press release dated May 31, 2024), the Strategic Investor has the right to participate in the Offering in order to maintain its ownership interest in the Company, subject to applicable regulatory limits. The gross proceeds of the Offering assume the full exercise of this participation right by the Strategic Investor. The Strategic Investor’s participation in the Offering is subject to the receipt of certain foreign regulatory approvals. Any securities issued to the Strategic Investor will remain subject to the previously disclosed 19.9% ownership limitation.

The Company anticipates that net proceeds from the Offering will be used to advance its mineral exploration and development projects, including the Berg and Ootsa projects, as well as for working capital and general corporate purposes.

The Offering is expected to close on or about February 26, 2026, or such other date or dates as the Company may determine, and may be completed in one or more tranches, with any subsequent tranche subject to the receipt of applicable regulatory approvals. The closing of the Offering is subject to customary closing conditions, including receipt of all required regulatory approvals, including the conditional acceptance of the TSX Venture Exchange.

The Company may pay certain finders cash fees equal to 6 per cent of eligible funds raised under the Offering, at the Company’s discretion. No broker warrants will be issued.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

About Surge Copper Corp.

Surge Copper Corp. is a Canadian resource company advancing one of British Columbia’s emerging mineral districts. The Company’s 100%-owned Berg Project hosts a large-scale copper-molybdenum-silver deposit with strong development potential in a safe jurisdiction supported by established infrastructure. A 2023 Preliminary Economic Assessment outlined a long-life project producing essential metals for industrial and energy systems. Surge is advancing a Pre-Feasibility Study on the Berg Project to further define its technical and economic development potential.

In addition to Berg, Surge controls a large, contiguous mineral claim package that includes multiple advanced porphyry deposits, including the Ootsa Property adjacent to the past-producing Huckleberry Mine. The Company’s projects collectively position Surge as a future contributor to Canada’s critical minerals strategy through the responsible development of copper, molybdenum, and associated metals.

For more information, visit www.surgecopper.com

On Behalf of the Board of Directors

“Leif Nilsson”
Chief Executive Officer

For Further information, please contact:
Riley Trimble, Corporate Communications & Development
Telephone: +1 604 639 3852
Email: info@surgecopper.com
Twitter: @SurgeCopper
LinkedIn: Surge Copper Corp
https://www.surgecopper.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This News Release contains forward-looking statements, which relate to future events. In some cases, you can identify forward-looking statements by terminology such as "will", "may", "should", "expects", "plans", or "anticipates" or the negative of these terms or other comparable terminology. All statements included herein, other than statements of historical fact, are forward-looking statements, including but not limited to the Company’s plans regarding the Berg Project and the Ootsa Property, the anticipated completion and results of the Pre-Feasibility Study, future exploration and technical programs, mineral resource estimates, mine planning, process flowsheet development, capital and operating cost estimates, waste, water, and tailings management, site infrastructure planning, environmental assessment and permitting activities, and engagement with Indigenous Nations. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors that may cause the Company’s actual results, level of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by these forward-looking statements. Such uncertainties and risks may include, among others, actual results of the Company's exploration activities being different than those expected by management, delays in obtaining or failure to obtain required government or other regulatory approvals, the ability to obtain adequate financing to conduct its planned exploration programs, inability to procure labour, equipment, and supplies in sufficient quantities and on a timely basis, equipment breakdown, and bad weather. While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect the Company's current judgment regarding the direction of its business, actual results will almost always vary, sometimes materially, from any estimates, predictions, projections, assumptions, or other future performance suggestions herein. Except as required by applicable law, the Company does not intend to update any forward-looking statements to conform these statements to actual results. 


FAQ**

How does Surge Copper Corp.'s recent increase to a $20 million private placement impact the company's future projects, particularly the Berg project, in the context of Surge Copper SRGXF investors' expectations?

Surge Copper Corp.'s $20 million private placement enhances financial flexibility for advancing the Berg project, likely boosting investor confidence in SRGXF by signaling commitment to growth and potential value creation in line with investor expectations.

What specific regulatory approvals must Surge Copper SRGXF obtain for the Strategic Investor's participation in the $million Offering to proceed smoothly?

Surge Copper (SRGXF) must obtain regulatory approvals from relevant securities regulators, possibly including the British Columbia Securities Commission and any other applicable authorities, to ensure compliance with securities regulations for the Strategic Investor's participation in the $20 million Offering.

In light of Surge Copper SRGXF's plans for its mining projects, how does the anticipated use of net proceeds from this Offering align with the company's long-term growth strategy?

Surge Copper's anticipated use of net proceeds from the Offering to advance its mining projects directly supports its long-term growth strategy by enabling resource development, enhancing operational capacity, and fostering exploration initiatives to maximize shareholder value.

What risks and uncertainties does Surge Copper SRGXF foresee in executing the Pre-Feasibility Study and advancing the Berg and Ootsa projects to meet regulatory and operational goals?

Surge Copper SRGXF anticipates risks and uncertainties related to regulatory changes, fluctuating commodity prices, potential environmental impacts, project financing, and execution challenges that may affect the Pre-Feasibility Study and advancement of the Berg and Ootsa projects.

**MWN-AI FAQ is based on asking OpenAI questions about Surge Copper (OTC: SRGXF).

Surge Copper

NASDAQ: SRGXF

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$155,418,116
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Mining
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