Mr. Malcolm Dorsey reports

TORR METALS ANNOUNCES UPSIZE IN NON-BROKERED PRIVATE PLACEMENT TO $4.57 MILLION

Torr Metals Inc., as a result of strong investor demand, has increased the size of its previously announced non-brokered private placement from aggregate gross proceeds of up to $2.8-million to aggregate gross proceeds of up to $4.57-million.

The upsized offering comprises the sale of:

• Up to 5,626,765 flow-through (FT) units at a price of 17 cents per FT unit. Each FT unit will consist of one flow-through common share of the company and one-half of a common share purchase warrant. Each FT unit warrant shall entitle the holder to acquire one additional non-flow-through common share of the company at a price of 25 cents per share for a period of 24 months from the date or dates of closing of the offering;
• Up to 8,753,767 non-flow-through (NFT) units at a price of 13 cents per unit. Each NFT unit will consist of one non-flow-through common share of the company and one-half of a common share purchase warrant. Each NFT unit warrant shall entitle the holder to acquire one additional warrant share at a price of 21 cents per share for a period of 24 months from the closing date;
• Up to 11,909,382 charity flow-through units at a price of 20.8 cents. Each charity FT unit will consist of one FT share and one-half of a common share purchase warrant. Each charity FT unit warrant shall entitle the holder to acquire one warrant share at a price of 21 cents per share for a period of 24 months from the closing date.

All warrants issued in connection with this offering will be subject to earlier expiry in the event that the closing price of the common shares exceeds 35 cents for 10 consecutive trading days. The company may pay finders' fees in accordance with the policies of the TSX Venture Exchange.

All FT shares and charity FT shares offered in connection with this offering qualify as a flow-through share within the meaning of the Income Tax Act (Canada). The charity FT units offering will be facilitated by PearTree Securities Inc. PearTree will not receive any fees or commissions from the company for its role in the offering.

The gross proceeds from the sale of the FT units and charity FT units will be used to incur eligible Canadian exploration expenses that qualify as flow-through critical mineral mining expenditures, as such terms are defined in the Income Tax Act (Canada). These expenditures will be incurred on Torr's British Columbia assets, specifically its 100-per-cent-owned, 275-square-kilometre Kolos copper-gold project and the adjacent 57-square-kilometre Bertha property, which was optioned in March, 2025, with the right to earn a 100-per-cent ownership. For subscribers who are qualifying individuals under the Income Tax Act (British Columbia), these expenditures will also qualify as B.C. flow-through mining expenditures, as defined in Section 4.721(1) of the B.C. tax act. The qualifying expenditures will be incurred on or before Dec. 31, 2026, and will be renounced in favour of the subscribers with an effective date no later than Dec. 31, 2025, in an aggregate amount not less than the total gross proceeds raised from the issuance of the FT units and charity FT units. The net proceeds from the sale of the units will be utilized for general working capital.

The offering is rescheduled to close on or before Oct. 28, 2025, and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. The securities issued will have a hold period of four months and one day from the closing of the offering.

About Torr Metals Inc.

Torr Metals, headquartered in Edmonton, Alta., is focused on unlocking new copper and gold discovery potential within proven, highly accessible mining districts across Canada, areas with both established infrastructure and a growing need for near-term feed. Torr's 100-per-cent-owned, district-scale assets are strategically located for cost-effective, year-round exploration and development. The 275-square-kilometre Kolos copper-gold project and strategically optioned 57-square-kilometre Bertha property, situated in Southern British Columbia's prolific Quesnel terrane, lie just 30 kilometres southeast of the Highland Valley copper mine, Canada's largest open-pit copper operation, and 40 kilometres south of the city of Kamloops, directly along Highway 5. In Northern Ontario, the 261-square-kilometre Filion gold project covers a virtually unexplored greenstone belt with high-grade orogenic gold potential. It sits just off the Trans-Canada Highway 11, approximately 42 kilometres from Kapuskasing and 202 kilometres by road from the Timmins mining camp, home to world-class operations like Hollinger, McIntyre and Dome.

We seek Safe Harbor.