Mr. Chris Batalha reports

OCEANIC ANNOUNCES UP TO $50 MILLION EQUITY FINANCING

Oceanic Iron Ore Corp. has arranged a brokered and non-brokered financing for up to $50-million to advance development activities at the company's Ungava Bay projects in Northern Quebec, Canada.

Non-brokered offering

The company is pleased to announce that it is undertaking a non-brokered private placement whereby up to 49,416,800 units will be issued to insiders of the company and to strategic investors, family offices and other accredited investors at a price of 75 cents per unit for gross proceeds of up to $37,062,600. Each unit will consist of one common share of the company and one-half of one warrant of the company. Each whole warrant will be exercisable to purchase one common share at an exercise price of 95 cents per common share for a period of 36 months from the closing date (as defined below).

Bought deal offering

The company has also entered into an agreement with National Bank Financial Inc., as joint bookrunner and co-lead agent, alongside Haywood Securities Inc., as joint bookrunner and co-lead agent, under which the underwriters have agreed to purchase for resale on a bought deal basis 15 million units, at the same offering price and terms as the non-brokered offering, for gross proceeds of approximately $11.25-million.

The underwriters will have an option, exercisable in whole or in part up to 48 hours prior to the closing date (as defined herein), to raise up to an additional 15 per cent of the bought deal offering size in units at the offering price for potential additional gross proceeds of $1,687,500.

In connection with the bought deal offering, the company will pay the underwriters a cash fee equal to 6 per cent of the gross proceeds from the sale of such units, including any units sold pursuant to the underwriters' option.

The offerings are expected to close on or about Feb. 13, 2026, and are subject to certain closing conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.

The net proceeds of the offerings will be used to finance permitting and development costs for the company's Hopes Advance, Morgan Lake and Roberts Lake iron ore projects in Northern Quebec, Canada, for advancing strategic investment initiatives, and for general corporate purposes.

The units will be offered in each province and territory of Canada, as well as the United States and other jurisdictions pursuant to available prospectus and/or registration exemptions and applicable securities laws. All securities issued pursuant to the offering will be subject to a four-month-and-one-day hold period in accordance with applicable Canadian securities laws.

The company has been advised by key holders of its existing convertible debentures (representing approximately 91 per cent of the combined principal balance outstanding for all series of convertible debentures) that they intend on converting all of their respective debentures contemporaneously with the offerings. This will result in the issuance of 30,100,521 common shares and 30,100,521 share purchase warrants of the company.

About Oceanic Iron Ore Corp.

Oceanic is focused on the development of its 100-per-cent-owned Hopes Advance, Morgan Lake and Roberts Lake iron ore development projects located on the coast in the Labrador Trough in Quebec, Canada. Oceanic's flagship Hopes Advance project has a National Instrument 43-101 measured and indicated mineral resource of approximately 1.39 billion tonnes (measured resources -- 774,241 tonnes at 32.2 per cent iron grade -- and indicated resources -- 613,796 tonnes at 32.0 per cent Fe) and enjoys the distinct advantage of being located at tidewater and not being reliant on third parties for key infrastructure such as port, power and especially bulk transportation to port (negating the need for any rail infrastructure).

In December, 2019, the company published the results of a preliminary economic assessment completed in respect of the flagship Hopes Advance project outlining a base-case pretax net present value discounted at 8 per cent of $2.4-billion (U.S.) (posttax NPV discounted at 8 per cent of $1.4-billion (U.S.)) over a 28-year mine life, and a life-of-mine operating cost of approximately $30 (U.S.) per tonne, producing a blast furnace concentrate product grading at 66.5 per cent iron with approximately 4.5 per cent silica.

More recently, the company has completed preliminary metallurgical testwork that indicates the potential to produce a high-grade, direct reduction iron product, based on bench-scale flotation testing, which may be achievable with modest modifications to the existing flow sheet, thereby providing versatility in product choice and contributing to the global green-steel movement. Further information in respect of the Morgan Lake and Roberts Lake projects, both of which have been explored historically and which have defined historical resources, is also available on the company's website.

Notes on technical disclosure

Mineral resources are not mineral reserves and do not have demonstrated economic viability. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing or other relevant issues. There is no certainty that mineral resources will be converted to mineral reserves.

The study is based on a mineral resource estimate for the Hopes Advance project, disclosed in a technical report titled "Preliminary Economic Assessment of the Re-Scoped Hopes Advance Property" with an effective date of Dec. 19, 2019, and filed on SEDAR+ on Jan. 31, 2020. The key assumptions and methods used to estimate the mineral resource estimate and the identification of known legal, political, environmental or other risks that could materially affect the potential development of the mineral resources are described in such technical report. The study is preliminary in nature, and includes inferred mineral resources that are considered too speculative geologically to have the economic considerations applied to them that would enable them to be categorized as mineral reserves, and there is no certainty that the study will be realized.

The technical information contained in this news release has been reviewed and approved by Eddy Canova, PGeo, a consultant to the company, a qualified person as defined by National Instrument 43-101 and independent of the company.

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