Vortex Metal Announces $1.45 Million Non Brokered Private Placement

VANCOUVER, BC, April 11, 2024 /PRNewswire/ - Vortex Metals Inc. (TSXV: VMS) (FSE: DM8) (OTCQB: VMSSF) ("Vortex Metals" or the "Company") is pleased to announce that it intends to complete a non-brokered private placement (the "Private Placement") of up to 16,111,111 units (the "Units") to be sold at a price of $0.09 per Unit for total gross proceeds of up to $1,450,000.

Each Unit will be comprised of one common share in the capital of the Company (each, a "Common Share") and one-half of one non-transferable Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant is exercisable by the holder thereof to acquire one additional Common Share (a "Warrant Share") for a period of 24 months from the date of issuance at a price of $0.135 per Warrant Share.

The Company intends to use the net proceeds for general working capital and exploration expenses.

Finder's fees may be paid to certain finders in connection with the Offering, such fees being:

a cash fee of 8% of the gross proceeds raised from subscribers introduced to the Company by the finders; and

to eligible parties, such number of finder's warrants (the "Finder's Warrants") equal to 8% of the number of Units acquired by subscribers introduced to the Company by the finders. Each Finder's Warrant will entitle the holder thereof to purchase one Share at a price of $0.135 per share for 24 months from the date of issuance.

All securities issued with respect to the Private Placement will be subject to a hold period of four months and one day from the date of issuance in accordance with applicable securities laws. Closing of the Private Placement is subject to receipt of all necessary regulatory approvals, including the TSX Venture Exchange.

None of the securities sold under the Private Placement have been and will not be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful.

Vortex Metals Inc. is the parent company of Mexican subsidiary Empresa Minera Acagold, S.A. de C.V., which is the owner of a 100% interest in two drill-ready high-potential copper volcanogenic massive sulfide (VMS) properties (Riqueza Marina and Zaachila) in the state of Oaxaca, and a third high-potential gold property (El Rescate) in the state of Puebla. The Oaxaca projects incorporate the most highly prospective areas of high-grade copper mineralized surface exposures ('gossans') and prominent gravity anomalies along an emerging copper VMS belt that includes Minaurum Gold's (TSXV:MGG) Santa Marta project.

Forward-Looking Statements

This press release may contain forward looking statements that are made as of the date hereof and are based on current expectations, forecasts and assumptions which involve risks and uncertainties associated with our business including permitting approvals, any private placement financings, the uncertainty as to whether further exploration will result in the target(s) being delineated as a mineral resource, capital expenditures, operating costs, mineral resources, recovery rates, grades and prices, estimated goals, expansion and growth of the business and operations, plans and references to the Company's future successes with its business and the economic environment in which the business operates. All such statements are made pursuant to the 'safe harbour' provisions of, and are intended to be forward-looking statements under, applicable Canadian securities legislation. Any statements contained herein that are statements of historical facts may be deemed to be forward-looking statements. By their nature, forward-looking statements require us to make assumptions and are subject to inherent risks and uncertainties. We caution readers of this news release not to place undue reliance on our forward-looking statements as a number of factors could cause actual results or conditions to differ materially from current expectations. Please refer to the risks set forth in the Company's most recent annual MD&A and the Company's continuous disclosure documents that can be found on SEDAR at www.sedar.com. The Company does not intend, and disclaims any obligation, except as required by law, to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

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.

SOURCE Vortex Metals