VANCOUVER, British Columbia, Dec. 22, 2025 (GLOBE NEWSWIRE) -- Greenridge Exploration Inc. ("Greenridge" or the "Company") (CSE:GXP | FRA: HW3 | OTCQB: GXPLF), FRA: HW3, (CSE: GXP | FRA: HW3 | OTCQB:GXPLF), announces that further to its December 1, 2025 news release, the Company has closed its non-brokered private placement of flow-through units (each, a "FT Unit") for aggregate gross proceeds of $2,035,977.65 (the "Offering"). The Company has issued 5,817,079 FT Units at a price of $0.35 per FT Unit, with each FT Unit comprised of one (1) common share of the Company (each, a "Common Share") issued on a flow-through basis under the Income Tax Act (Canada) (each, a "FT Share") and one Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder to purchase one Common Share of the Company at a price of $0.40 for a period of 24 months from the date of issuance.

The gross proceeds from the sale of the FT Units will be used by the Company to incur eligible "Canadian exploration expenses" that will qualify as "flow-through mining expenditures" as such terms are defined in the Income Tax Act (Canada) (the "Qualifying Expenditures") related to the Company's projects in Canada. All Qualifying Expenditures will be renounced in favour of the subscribers of the FT Units effective December 31, 2025.

The Offering constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as (1) Warren Stanyer, a director of the Company, subscribed for an aggregate of 21,000 FT Units for aggregate proceeds of $7,350; (2) Mandeep Parmar, a director of the Company, subscribed for an aggregate of 142,857 FT Units for aggregate proceeds of $49,999.95; and (3) Russell Starr, the Chief Executive Officer and a director of the Company, subscribed for an aggregate of 2,000,000 FT Units for aggregate proceeds of $700,000. The Company relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 with respect to the insider participation in the Offering as the fair market value of the consideration of the securities issued to the related party did not exceed 25% of the Company's market capitalization. The Company did not file a material change report in respect of the participation of the insiders in the Offering at least 21 days before closing of the Offering as the participation of the insiders was not determined at that time.

All securities issued in connection with the Offering are subject to a statutory hold period of four months and one day.

The securities issued pursuant to the Offering have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. ...