Mr. Robert Ferguson reports
ARCLAND RESOURCES ANNOUNCES CLOSING OF PRIVATE PLACEMENT OF $85,000
Further to the news release of March 6, 2026, Arcland Resources Inc. has closed a non-brokered private placement through the issuance of 850,000 common shares of the company
at 10 cents per share for gross proceeds of $85,000.
The shares issued as part of the private placement are subject to a hold period of four months and a day
from the date of issuance pursuant to the policies of the TSX Venture Exchange and applicable securities
laws. The closing of the private placement is subject to certain conditions, including, but not limited to, the
receipt of all necessary regulatory and other approvals. The company intends to use the net proceeds from
the private placement for working capital and general corporate purposes.
Pursuant to the private placement, a company wholly owned and controlled by Dickson Hall, a director of
the company, acquired 200,000 shares, which represent 1.42 per cent of the company's issued and outstanding
shares on a non-diluted basis postclosing of the private placement. Mr. Hall beneficially or directly held
one million shares before the closing of the private placement. Pursuant to the private placement, a company
wholly owned and controlled by Robert Ferguson, the chief executive officer and director of the
company, acquired 150,000 shares, which represent 1.1 per cent of the company's issued and outstanding shares
on a non-diluted basis postclosing of the private placement. Mr. Ferguson did not beneficially hold any
shares before the closing of the private placement.
Subject to regulatory approval, the portion of the private placement involving Mr. Hall and Mr. Ferguson
is considered a related-party transaction pursuant to Multilateral Instrument 61-101 (Protection of
Minority Security Holders in Special Transaction). The company is exempt from the
requirements to obtain formal valuation and minority shareholder approval in connection with Mr. Hall
and Mr. Ferguson's participation in the private placement in reliance, respectively, on Section 5.5(b) of MI 61-101 as the company is not listed on a specified market and on Section 5.7(1)(b) of MI 61-101 as a
distribution of securities for cash not exceeding $2.5-million, which is approved by independent directors.
The private placement did not result in the creation of a new control person of the company.
We seek Safe Harbor.
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