The Metals Royalty Company Inc. ("TMCR" or the "Company") (NASDAQ:TMCR), a purpose-built financing platform dedicated to advancing U.S. critical mineral security and re-industrialization, today announces that it has entered into a definitive agreement (the "Definitive Agreement") with Ironclad Royalties LLC and Mesabi Investments (USA) LLC (collectively, "Mesabi") with respect to the acquisition of a 25% interest in an existing 4.0% Index-Priced Gross Overriding Production Royalty with a Revenue Floor (the "Mesabi Royalty") on the Mesabi Metallics iron ore project (the "Mesabi Project") located in Nashwauk, Minnesota (the "Transaction"). In connection with the Transaction, the Company also announces: (i) a allocated $75 million private sale of common shares (the "PIPE Financing"), which includes $15 million of participation from founders and insiders, priced at $13.00 per share; and (ii) up to a $50 million acquisition credit facility term sheet for a senior secured term loan credit facility (the "Credit Facility") (together with the PIPE Financing, the "Financings"). Stifel is acting as lead placement agent and A.G.P./Alliance Global Partners is acting as co-lead placement agent for the PIPE Financing. Yorkville Securities, William Blair and B. Riley Securities are acting as co-placement agents for the PIPE Financing.