Terra Clean Energy plans $2M private placement via Centurion One Capital

Terra Clean Energy Corp. (CSE: TCEC, OTCQB: TCEFF, FSE: C9O0) has entered into an agreement with Centurion One Capital Corp. as lead agent and sole bookrunner for a brokered private placement to raise up to $2,000,000, according to a press release dated September 8, 2026.

The offering consists of up to 14,285,714 units priced at $0.14 per unit. Each unit includes one common share and one share purchase warrant, with each warrant exercisable at $0.22 for three years from the closing date. The company retains an acceleration right on the warrants if the daily volume weighted average trading price exceeds $0.44 for 15 consecutive trading days, after which warrant holders would have 30 days to exercise.

Centurion One Capital holds an option to increase the offering by up to 2,142,857 additional units for additional proceeds of $300,000, bringing the potential total to $2,300,000.

The company will pay agents a fee of 8% of gross cash proceeds and broker warrants equal to 8% of units issued. Each broker warrant is exercisable at $0.14 per unit for three years from issuance.

Gross proceeds are intended for capital expenditures and general working capital. The offering is expected to close on or around October 5, 2026, subject to approval from the Canadian Securities Exchange. Securities issued will carry a hold period of four months and one day from closing.

The company noted that certain insiders and the lead agent may acquire up to approximately 100% of the offering, which would constitute a related party transaction under Multilateral Instrument 61-101. The company expects such participation to be exempt from formal valuation and minority shareholder approval requirements, as insider participation is not expected to exceed 25% of the company's market capitalization.

Terra Clean Energy is a Canadian uranium exploration and development company with projects in Saskatchewan, Utah, and Wyoming.

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