Torq upsizes financing to $1.7 million

VANCOUVER, BC / ACCESS Newswire / September 15, 2026 / Torq Resources Inc. (TSXV:TORQ)(OTCQB:TRBMF) ("Torq" or the "Company") that it intends to upsize its previously announced non-brokered private placement financing of units of the Company (the " Placement "), the terms of which were announced on August 20, 2026. The Company has increased the Placement from $1.5 million to $1.7 million and so will issue an aggregate of 34,003,824 units of the Company (the " Units ") at a price of C$0.05 per Unit for aggregate gross proceeds of C$1,700,191.20, which includes C$170,191.20 from Gold Fields Atacama Holdings Inc. (" Gold Fields "), a wholly owned affiliate of the international major mining company, Gold Fields Limited. This participation brings Gold Fields ownership of Torq to 10.95%.

Each Unit consists of one common share in the capital of the Company (a " Share ") and one common share purchase warrant of the Company (a " Warrant "). Each Warrant entitles the holder thereof to acquire one Share at an exercise price of C$0.10 per Share for a period of three years from the closing date of the Placement. The Company intends to use the net proceeds from the Offering for general working capital.

The upsized Placement remains subject to customary final acceptance by the TSX Venture Exchange (the " TSXV ") of post-closing documentation. The securities issued pursuant to the Placement will subject to a statutory hold period in Canada expiring four months and day from closing expected to occur in the immediate future.

In connection with the Placement, the Company will pay finder's fees consisting of cash commissions of C$29,700.00 and issued 594,000 non-transferable finder's warrants (the " Finder's Warrants ") to eligible finders in accordance with applicable securities laws and the policies of the TSXV. Each Finder's Warrant entitles the holder thereof to acquire one Share at an exercise price of C$0.10 per Share for a period of three years from the closing date of the Placement.

The participation by Gold Fields in the Placement constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (" MI 61-101 "). The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a), respectively, as the Company is listed on TSX Venture Exchange and fair market value of the participation by insiders in the Placement did not exceed $2.5 million or 25% of the Company's market capitalization

The Company also expects to shortly complete the previously announced six-month extension of its C$2.8 million loan owed to 191010 Investments Limited, which came due on July 11, 2026. The six-month extension runs from the closing date of the Placement. As consideration for the extension, the Company issued 56,000,000 one-year warrants exercisable at C$0.05 per Share (the " Loan Extension Warrants "). The Loan Extension Warrants and the Shares issuable upon exercise thereof are subject to a statutory hold period in Canada expiring four months from final acceptance of the TSX Venture Exchange. The Company intends that extension will provide the Company with additional time to identify equity financing or alternative sources of financing to repay the loan. The Company relies on equity financing for its continued operations therefore it will seek and require additional equity financing to repay the loan and fund its ongoing capital requirements. This transaction does not involve a disposition of its principal operating assets.