Vancouver B.C., Sept. 08, 2026 (GLOBE NEWSWIRE) -- TERRA CLEAN ENERGY CORP. (“Terra” or the “Company”) (CSE: TCEC, OTCQB: TCEFF, FSE: C9O0) is pleased to announce that it has entered into an agreement with Centurion One Capital Corp. (the “Lead Agent”) as lead agent and sole bookrunner in connection with a brokered private placement to raise up to $2,000,000 (the “Offering“) through the sale of up to 14,285,714 units (“Units“) at an issue price of $0.14 per Unit (the “Issue Price”) on a commercially reasonable efforts basis. Each Unit shall consist of one common share in the capital of the Company (each, a “Share”) and one Share purchase warrant (each, a “Warrant”). Each Warrant shall entitle the holder thereof to purchase one Share (a “Warrant Share”) at a price of $0.22 for a period of three (3) years from the Closing Date (as defined herein). The Warrants will be subject to an acceleration right (the “Warrant Acceleration Right”) if, on any fifteen (15) consecutive trading days, beginning on the Closing Date, the daily volume weighted average trading price of the Share is greater than $0.44. If the Company exercises its Warrant Acceleration Right, the new expiry date of the Warrants will be the 30th day following the notice of such exercise. The Lead Agent also has an option to increase the Offering by up to an additional 2,142,857 Units for additional proceeds of $300,000.

The gross proceeds of the Offering will be used for capital expenditures and general working capital purposes. 

The Units to be issued under the Offering will be offered by way of private placement in each of the provinces of British Columbia, Alberta, Ontario and Quebec, in the United States pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), and in jurisdictions outside of Canada and the United States mutually agreed by the Company and the Lead Agent provided it is understood that no prospectus filing, registration or comparable obligation arises in such other jurisdiction.

At the closing of the Offering, the Company shall pay to the Agents a fee equal to:  (i) eight percent (8%) of the aggregate cash proceeds received from the Offering in cash; and (ii) a number of warrants (the “Broker Warrants”) equal to eight percent (8%) of the aggregate number of Units issued under the Offering. Each Broker Warrant will entitle the holder to acquire one Unit of the Issuer at any time for a period of three (3) years from the date of issuance of such Broker Warrant at an exercise price equal to the Issue Price. The Warrants underlying each Unit acquired upon exercise of a Broker Warrant shall be exercisable for a period of three (3) years from the date of issuance of such Warrant.

The Offering is expected to close on or around October 5, 2026 or such other date as agreed upon between the Company and the Lead Agent (the “Closing Date”) and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals including the approval of the Canadian Securities Exchange (the “CSE”). The securities to be issued under the Offering will have a hold period of four months and one day from the Closing Date.  

It is anticipated that certain insiders of the Company and the Lead Agent may acquire Units in the Offering in amounts up to approximately 100% of the Offering. Any participation by insiders in the Offering will constitute a "related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company expects such participation will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Units subscribed for by the insiders, nor the consideration for the Units paid by such insiders, is expected to exceed 25% of the Company's market capitalization.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

ABOUT TERRA CLEAN ENERGY CORP.

Terra Clean Energy Corp. is a Canadian-based uranium exploration and development company. The Company is currently developing the South Falcon East uranium project located in the Athabasca Basin region, Saskatchewan, Canada as well as past producing uranium mines in Utah and uranium exploration properties in Wyoming, United States. The Company's strategy is to find and advance late-stage uranium projects to support growing demand for Nuclear Power and secure domestic mineral supply chains. 

For further information please visit Terra Clean Energy’s website at www.tcec.energy.

ABOUT CENTURION ONE CAPITAL CORP.

Centurion One Capital's mission is to ignite the world's most visionary entrepreneurs to conquer the greatest challenges of tomorrow, fueling their ambitions with transformative capital, unparalleled expertise, and a global network of influential connections. Every interaction is guided by our core values of respect, integrity, commitment, excellence in execution, and uncompromising performance. We make principal investments, drawing on the time-honored principles of merchant banking, where aligned incentives forge enduring partnerships. Centurion One Capital: A superior approach to investment banking.

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

For further information please contact:

Greg Cameron, CEO
info@tcec.energy
416-277-6174

Terra Clean Energy Corp
1133 Melville Street, Suite 2700
Vancouver, BC V6E 4E5
www.tcec.energy