Terra Clean Energy CORP. (‘ Terra ‘ or the ‘ Company ‘) (CSE: TCEC,OTC:TCEFF, OTCQB: TCEFF FSE: C 9O0) is pleased to announce that, further to its press release dated September 16, 2025, and to clarity the press release issued earlier today, it has entered into definitive agreements with arm’s length parties to acquire up to a 100% interest in each of the Wheel Anne Claims and the Green Vein Mesa Claims (each of the properties are located in Emery County, Utah, United States).
‘The quick execution of the agreements shows the Company’s commitment and excitement to these assets and to our already significant portfolio of low-risk uranium assets in world renowned uranium basins’ state Greg Cameron, CEO of Terra. ‘Our plan is to have our team on the ground in Utah in the coming weeks working closely with our local partner.’
To earn its respective interests in each of the Wheal Anne Claims and the Green Vein Mesa, the Company would be required to make the following cash payments, common share issuances and incur exploration expenditures on the respective claims as follows:
Wheal Anne Claims
| Cash Payment | Share Issuance | Exploration Expenditures | |
| To earn a 20% interest | USD$20,000 on the Effective Date | 500,000 common shares within five business days of the Effective Date | Incur USD$100,000 in expenditures on or before the 1 st year anniversary of the Effective Date |
| To earn a 40% interest | Additional USD$33,333 on or before the 1 st year anniversary of the Effective Date | Additional 500,000 common shares on or before the 1 st year anniversary of the Effective Date | Incur additional USD$33,333 in expenditures on or before the 2 nd year anniversary of the Effective Date |
| To earn a 60% interest | Additional USD$46,666 on or before the 2 nd year anniversary of the Effective Date | Additional 500,000 common shares on or before the 2 nd year anniversary of the Effective Date | Incur additional USD$33,333 in expenditures on or before the 3 rd year anniversary of the Effective Date |
| To earn an 80% interest | Additional USD$60,000 on or before the 3 rd year anniversary of the Effective Date | Additional 500,000 common shares on or before the 3 rd year anniversary of the Effective Date | Incur additional USD$33,334 in expenditures on or before the 4 th year anniversary of the Effective Date |
| To earn a 100% interest | Additional USD$73,333 on or before the 4 th year anniversary of the Effective Date | Additional 500,000 common shares on or before the 4 th year anniversary of the Effective Date | Incur additional USD$33,333 in expenditures on or before the 5 th year anniversary of the Effective Date |
** Subject to the retention by the Vendors of a two percent (2%) net royalty on the Wheal Anne Claims (the ‘ Wheal Anne Royalty ‘), with Terra Clean having the option to purchase fifty percent (50%) of the Wheal Anne Royalty at any time by making a total cash payment to the Vendors in the amount of USD$666,666.
Green Vein Mesa Claims
| Cash Payment | Share Issuance | Exploration Expenditures | |
| To earn a 20% interest | USD$10,000 on the Effective Date | 250,000 common shares within five business days of the Effective Date | Incur USD$50,000 in expenditures on or before the 1 st year anniversary of the Effective Date |
| To earn a 40% interest | Additional USD$16,667 on or before the 1 st year anniversary of the Effective Date | Additional 250,000 common shares on or before the 1 st year anniversary of the Effective Date | Incur additional USD$13,334 in expenditures on or before the 2 nd year anniversary of the Effective Date |
| To earn a 60% interest | Additional USD$23,334 on or before the 2 nd year anniversary of the Effective Date | Additional 250,000 common shares on or before the 2 nd year anniversary of the Effective Date | Incur additional USD$13,334 in expenditures on or before the 3 rd year anniversary of the Effective Date |
| To earn an 80% interest | Additional USD$30,000 on or before the 3 rd year anniversary of the Effective Date | Additional 250,000 common shares on or before the 3 rd year anniversary of the Effective Date | Incur additional USD$13,334 in expenditures on or before the 4 th year anniversary of the Effective Date |
| To earn a 100% interest | Additional USD$36,667 on or before the 4 th year anniversary of the Effective Date | Additional 250,000 common shares on or before the 4 th year anniversary of the Effective Date | Incur additional USD$13,334 in expenditures on or before the 5 th year anniversary of the Effective Date |
** Subject to the retention by the Vendors of a two percent (2%) net royalty on the Green Vein Mesa Claims (the ‘ Green Vein Royalty ‘), with Terra Clean having the option to purchase fifty percent (50%) of the Green Vein Royalty at any time by making a total cash payment to the Vendors in the amount of USD$333,334.
The definitive agreements to acquire an interest in each of the Wheal Anne Claims and the Green Vein Mesa Claims remain subject to the receipt of all regulatory approvals, including the approval of the Canadian Securities Exchange (with the ‘ Effective Date ‘ being the date that all such regulatory approvals have been received).
All securities issued in connection with these agreements would be subject to a four-month plus one day hold period from the date of issuance in accordance with applicable securities laws.
Marketing Agreements
Terra Clean is also pleased to announce that it has engaged the services of Green Crescent Capital (‘GCC’) with a business address of 1266 E. Main Street, 7 th Floor, Stamford, Connecticut, 06902 (Email: saleem@greencrescentcapital.com and Phone: 214-810-5549) to conceive and create marketing, advertising collateral and to develop and distribute digital content to increase awareness in the investment community in compliance with the policies and guidelines of the CSE Exchange and other applicable legislation. GCC will be paid a one-time fee of USD$5,000. The agreement between the Company and GCC was signed in September 2025 for a one-month term. There are no performance factors contained in the agreement and no stock options or other compensation in connection with the engagement. GCC and its clients may acquire an interest in the securities of the Company in the future.
The Company has also engaged the services of OTCWagon (‘OTCW’) with a business address of 20218 49 th Avenue, Langley, British Columbia, V3A 6W9 (Email: mbrummell@otcwagon.com and Phone: 604-427-0369) for a 38 day market awareness program in compliance with the policies and guidelines of the CSE Exchange and other applicable legislation. OTCW will be paid a one-time fee of C$7,500. The agreement between the Company and OTCW was signed in September 2025 for a 38-day term. There are no performance factors contained in the agreement and no stock options or other compensation in connection with the engagement. OTCW and its clients may acquire an interest in the securities of the Company in the future.
About Terra Clean Energy Corp.
Terra Clean Energy is a Canadian-based uranium exploration and development company. The Company is currently developing the South Falcon East uranium project within the Fraser Lakes B Uranium Deposit, located in the Athabasca Basin region, Saskatchewan, Canada as well as developing past producing Uranium mines in the San Rafael Swell Emery County, Utah, United States
ON BEHALF OF THE BOARD OF Terra Clean Energy CORP.
‘Greg Cameron’
Greg Cameron, CEO
Qualified Person
The technical information in this news release has been prepared in accordance with the Canadian regulatory requirements set out in National Instrument 43-101, reviewed and approved on behalf of the company by C. Trevor Perkins, P.Geo., the Company’s Vice President, Exploration, and a Qualified Person as defined by National Instrument 43-101.
Forward-Looking Information
This news release contains forward-looking information which is not comprised of historical facts. Forward-looking information is characterized by words such as ‘plan’, ‘expect’, ‘project’, ‘intend’, ‘believe’, ‘anticipate’, ‘estimate’ and other similar words, or statements that certain events or conditions ‘may’ or ‘will’ occur. Forward-looking information involves risks, uncertainties and other factors that could cause actual events, results, and opportunities to differ materially from those expressed or implied by such forward-looking information, including statements regarding the potential development of mineral resources and mineral reserves which may or may not occur. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, changes in the state of equity and debt markets, fluctuations in commodity prices, delays in obtaining required regulatory or governmental approvals, and general economic and political conditions. Forward-looking information in this news release is based on the opinions and assumptions of management considered reasonable as of the date hereof, including that all necessary approvals, including governmental and regulatory approvals will be received as and when expected. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether because of new information, future events or otherwise, other than as required by applicable laws. For more information on the risks, uncertainties and assumptions that could cause our actual results to differ from current expectations, please refer to the Company’s public filings available under the Company’s profile at www.sedarplus.ca .
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
Phone: 416-277-6174
Terra Clean Energy Corp
Suite 303, 750 West Pender Street
Vancouver, BC V6C 2T7
www.tcec.energy
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