01:15:13 EDT Sat 25 Jul 2026
Enter Symbol
or Name
USA
CA



Smooth Rock Ventures Corp (3)
Symbol SMRV
Shares Issued 19,609,087
Close 2026-07-24 C$ 0.25
Market Cap C$ 4,902,272
Recent Sedar+ Documents

Smooth Rock closes $257,000 first tranche of financing

2026-07-24 18:18 ET - News Release

Subject: Re: News Release - Walker River Resources Corp. PDF Document

File: Attachment 20260724_SMRV_NR_Closes First Tranche of Private Placement.pdf

1130 West Pender St.-Suite 555 Vancouver, B.C. V6E 4A4 Tel : 888 909-5548 Fax : 888 909-1033

Trading Symbols: TSXV: SMRV US-OTC: SMRVF

NEWS RELEASE

SMOOTH ROCK CLOSES FIRST TRANCHE OF NON-BROKERED PRIVATE PLACEMENT

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

Vancouver, B.C. July 24, 2026 - Smooth Rock Ventures Corp. ("Smooth Rock" or the "Company") (TSXV: SMRV; US-OTC: SMRVF) announces that, further to its news release of June 10, 2026, the Company has closed the first tranche ("First Tranche") of its non-brokered private placement offering (the "Private Placement") of up to 3,000,000 units (the "Units") of the Company.

In the First Tranche, the Company issued a total of 1,030,000 Units at a price of $0.25 per Unit for gross proceeds of $257,000. Each Unit consists of one (1) common share ("Share") in the capital of the Company and one (1) Share purchase warrant ("Warrant"), whereby each Warrant shall be exercisable into one (1) additional Share at a price of $0.35 for a period of 36 months from the closing of the First Tranche (the "Closing Date"), provided that, if the closing price of the Shares of the Company is $1.00 or greater per Share for five (5) consecutive days at any time after the Closing Date, the Company may accelerate the Warrant term such that the Warrants shall expire on the date which is 30 days following the date a press release is issued by the Company announcing the reduced Warrant term.

The proceeds raised from the Private Placement will be used primarily to fund work on the Company's mineral properties and for general working capital purposes. In connection with the First Tranche, the Company paid cash finder's fees of $6,400 and issued 25,600 non-transferable finder's warrants, each exercisable into (1) one Share at a price of $0.35 for 36 months after the Closing Date.

All securities issued in connection with the First Tranche are subject to a statutory four-month hold period, expiring November 25, 2026, in accordance with applicable securities legislation. The Private Placement remains subject to final acceptance of the TSX Venture Exchange ("TSXV").

Additionally, the TSXV has granted the Company an extension until August 10, 2026, to conclude the Private Placement.

The Company anticipates completing the Private Placement through one or more additional tranches and the Company may pay finder's fees to eligible finders in respect of additional tranches of the Private Placement, as permitted by the policies of the TSXV.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities laws or pursuant to available exemptions therefrom. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. About Smooth Rock Ventures Corp.

Smooth Rock Ventures Corp. is a US-based exploration-stage company engaged in the acquisition and exploration of mineral properties, primarily in the prolific Walker Lane mineral belt located in Nevada. The Company owns a 100% undivided interest in the Palmetto Gold Project, that consists of 116 unpatented mining claims totalling 2217 acres located in Esmeralda County, Nevada. The Project hosts a NI 43-101 compliant mineral resource estimation (WSP Canda Inc. McCraken 10-15-2020). Palmetto has seen significant exploration work completed to date by numerous companies including, Newmont Gold, Phelps Dodge Corp, Romarco Minerals, and most recently by ML Gold Corp. The initial "Discovery Hole" in 1988, was drilled by Phelps Dodge and bonanza gold-silver veins were subsequently drilled by Romarco Minerals in 1997-2002. For more information, visit www.smoothrockventures.com.

FOR MORE INFORMATION PLEASE CONTACT:

Chris Hobbs, CFO & Director Tel: 416.276.6689 Email: info@smoothrockventures.com Website: www.smoothrockventures.com

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

Cautionary Statements Regarding Forward Looking Information

This news release contains certain "forward-looking information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning of applicable securities legislation. All statements, other than statements of historical fact, included herein, are forward-looking statements. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible", and similar expressions, or statements that events, conditions, or results "will", "may", "could", or "should" occur or be achieved. Forward-looking statements in this news release relate to, among other things, statements with respect to the completion of one or more additional tranches of the Private Placement, the terms of the Private Placement, the use of proceeds of the Private Placement, the payment of finder's fees in respect of additional tranches, the receipt of final acceptance of the TSXV, and the Company's ability to complete the Private Placement within the timeline granted by the TSXV. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political, social and regulatory uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements and the parties have made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation, an inability on the part of the Company to obtain TSX Venture Exchange acceptance of the First Tranche and any additional tranches of the Private Placement, an inability to complete the Private Placement within the extended timeline granted by the TSXV, an inability to attract sufficient investor interest to complete subsequent tranches, and management's discretion to reallocate the use of proceeds. Readers should not place undue reliance on the forward-looking statements and information contained in this news release concerning these items. The Company does not assume any obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by applicable securities laws.

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