Star Metro - RE Royalties Announces Non-Brokered Listed Issuer Financing Equity Offering

All amounts in Canadian dollars unless otherwise stated

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION TO THE UNITED STATES

VANCOUVER, BC / ACCESS Newswire / September 8, 2025 / RE Royalties Ltd. (TSXV:RE)(OTCQX:RROYF) ("RE Royalties" or the "Company"), a global leader in renewable energy royalty-based financing, is pleased to announce a non-brokered private placement offering of up to 10,625,000 units at a price of $0.32 per unit for aggregate gross proceeds of up to $3,400,000 (the "Offering"). Each unit (each, a "Unit") will be comprised of one (1) common share of the Company (a "Common Share") and one (1) common share purchase warrant (a "Warrant"). Each Warrant is exercisable into one (1) Common Share at an exercise price of $0.45 per Warrant for a period of thirty-six (36) months.

The Units to be issued under the Offering will be offered to purchasers pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions as amended by Coordinated Blanket Order 45-935 Exemptions from Certain Conditions of the Listed Issuer Financing Exemption in the provinces of Ontario, British Columbia and Alberta, and in certain other jurisdictions pursuant to applicable securities laws. The Units will not be subject to resale restrictions pursuant to applicable Canadian securities laws. The Company has prepared and filed an offering document (the "Offering Document") relating to the Offering that can be accessed under the Company's profile at www.sedarplus.com, as well as on the Company's website. Prospective investors should read the Offering Document before making an investment decision.

Closing of the Offering is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including but not limited to, the approval of the TSX Venture Exchange (the "Exchange"). As described in greater detail in the Offering Document, the proceeds of the Offering will be used to for working capital and for general corporate purposes.

In connection with the Offering, the Company may pay finders' fees of up to 6.0% of the gross proceeds raised by the Company from the sale of Units to subscribers directly introduced to the Company by eligible finders.

The securities described herein 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 accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the 1933 Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

About RE Royalties Ltd.
RE Royalties Ltd. acquires revenue-based royalties from renewable energy facilities and technologies by providing a non-dilutive financing solution to privately held and publicly traded companies in the renewable energy sector. RE Royalties is the first to apply this proven business model to the renewable energy sector. The Company currently owns over 100 royalties on solar, wind, hydro, battery storage, energy efficiency and renewable natural gas projects in Canada, United States, Mexico, and Chile. The Company's business objectives are to provide shareholders with a strong growing yield, robust capital protection, high rate of growth through re-investment and a sustainable investment focus.

For further information, please contact:
Talia Beckett, Vice President of Communications and Sustainability
T: (778) 374‐2000
E: [email protected]

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange), nor any other regulatory body or securities exchange platform, accepts responsibility for the adequacy or accuracy of this release.

Forward Looking Statements
This news release includes certain statements that may be deemed "forward-looking information" or "forward-looking statements" within the meaning of Canadian and United States securities law. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions of future events or performance (often, but not always, using words or phrases including, but not limited to, "expects", "does not expect", "is expected", "anticipates", "does not anticipate", "plans", "estimates", "believes", "does not believe" or "intends", or stating that certain actions, events or results may, could, would, might or will be taken, occur or be achieved) are not statements of historical fact and may be "forward-looking information". This information represents predictions, and actual events or results may differ materially.

While management considers these assumptions to be reasonable, based on information available, they may prove to be incorrect. Forward-looking statements, including statement respecting approval of the Offering, use of proceeds and closing of the Offering, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks, uncertainties and other factors include, but are not limited to risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments involving the renewable energy industry; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; the renewable energy industry generally; income tax and regulatory matters; the ability of the Company to implement its business strategies including expansion plans; competition; currency and interest rate fluctuations; and the other risks discussed under the heading "Risk Factors" in the Company's annual MD&A dated April 30, 2025. The foregoing factors are not intended to be exhaustive.

Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Forward-looking statements contained herein are made as of the date hereof and the Company and its directors, officers and employees disclaim any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, you should not place undue reliance on forward-looking statements due to the inherent uncertainty therein. All forward-looking information is expressly qualified in its entirety by this cautionary statement. Any forward-looking statements contained in this discussion are made as of the date hereof and the Company does not undertake to update or revise them, except as may be required by applicable securities laws.

SOURCE: RE Royalties Ltd.

View the original press release on ACCESS Newswire

D.Fraser--SMC