Surge Copper Announces Upsize of Private Placement to $20 Million
Not for distribution to U.S. newswire services or dissemination in the United States
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.
