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Nobel Resources Corp. — Capital/Financing Update 2026
Jan 24, 2026
46035_rns_2026-01-23_fcae247a-5302-4480-aacf-2c96ba818b20.pdf
Capital/Financing Update
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FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
Nobel Resources Corp. (the “Company”)
36 Lombard Street, 4th Floor
Toronto, Ontario
M5C 2X3
Item 2 Date of Material Change
January 22, 2026
Item 3 News Release
A news release was issued by the Company through the facilities of GlobeNewswire on January 22, 2026, and was subsequently filed on SEDAR.
Item 4 Summary of Material Change
The Company announces that it has closed, on a fully-subscribed basis, the final tranche of its previously announced non-brokered private placement offering of 43,300,000 units (each a “Unit”) at a price of $0.05 per Unit for gross proceeds $2,165,000 (the “Final Tranche”).
Each Unit consists of one common share of the Company (each, a “Share”) and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to purchase one Share at a price of $0.06 until January 22, 2028. The securities issued pursuant to the Offering are subject to a statutory hold period of four months and one day.
The net proceeds of the Offering will be used by the Company to continue the exploration work on its Chilean mineral properties as well as general corporate and working capital purposes.
Item 5 Full Description of Material Change
The Company announced announces that it has closed, on a fully-subscribed basis, the final tranche of its previously announced non-brokered private placement offering of 43,300,000 Units at a price of $0.05 per Unit for gross proceeds $2,165,000. The Company closed the first tranche of the offering on December 11, 2025 and issued 6,700,000 Units for gross proceeds of $335,000 (the “First Tranche” and together with the Final Tranche, the “Offering”). Pursuant to the Offering, the Company has issued an aggregate of 50,000,000 Units for gross proceeds of $2,500,000.
Each Unit consists of one Share and one-half of one Warrant. Each Warrant entitles the holder to purchase one Share at a price of $0.06 until January 22, 2028. The securities issued pursuant to the Offering are subject to a statutory hold period of four months and one day.
The net proceeds of the Offering will be used by the Company to continue the exploration work on its Chilean mineral properties as well as general corporate and working capital purposes.
In connection with the Offering, the Company paid cash finder’s fees of $186,450 and issued 3,729,000 finder’s warrants (the “Finder Warrants”) to eligible finders. Each Finder Warrant entitles the holder to acquire one Common Share at a price of $0.05 for a period of 24 months.
Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Lawrence Guy
CEO
Email: [email protected]
Phone: (647) 276-0533
Item 9 Date of Report
January 23, 2026