18:34:08 EDT Wed 21 Oct 2026
Enter Symbol
or Name
USA
CA



Canoe Mining Ventures Corp (2)
Symbol CLV
Shares Issued 35,640,316
Close 2026-07-24 C$ 0.12
Market Cap C$ 4,276,838
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ORIGINAL: Canoe Mining Ventures Corp. Closes Second and Final Tranche of Subscription Receipt Financing for Total Gross Proceeds of C$9.59 Million

2026-10-21 17:31 ET - News Release

Toronto, Ontario--(Newsfile Corp. - October 21, 2026) - Canoe Mining Ventures Corp. (TSXV: CLV) ("Canoe" or the "Company") is pleased to announce that it has closed the second and final tranche (the "Second Tranche") of its non-brokered private placement of subscription receipts of the Company (the "Subscription Receipts") (the "Concurrent Financing"). In the Second Tranche, the Company issued 4,377,372 Subscription Receipts at a price of C$0.115 per Subscription Receipt for gross proceeds of C$503,397.78. Together with the first tranche of 79,015,126 Subscription Receipts for gross proceeds of C$9,086,739.49 announced on October 5, 2026, the Company has issued an aggregate of 83,392,498 Subscription Receipts for total gross proceeds of C$9,590,137.27 under the Concurrent Financing, exceeding the C$6,200,000 minimum financing announced on July 29, 2026 by more than 50%. The Concurrent Financing is being completed in connection with the Company's previously announced business combination with Longview Gold Corp. ("Longview") pursuant to a business combination agreement dated July 24, 2026 (the "Agreement" and the transactions contemplated thereby, the "Transaction").

The Subscription Receipts will convert automatically into one unit (a "Unit") of the Company upon satisfaction of the Release Conditions (as defined below), without payment of additional consideration or further action by the holder. Each Unit will consist of one pre-Consolidation common share of the Company (a "Canoe Share") and one-half of one common share purchase warrant (each whole such share purchase warrant, a "Canoe Warrant"). Each Canoe Warrant will be exercisable to acquire one additional pre-Consolidation Canoe Share at an exercise price of C$0.18 for 36 months from the date of closing of the Concurrent Financing. These terms are stated on a pre-Consolidation basis and will be adjusted for the previously announced 3.32-for-one share consolidation to be effected in connection with the Transaction (the "Consolidation"), which remains subject to approval of the Company's shareholders at the annual and special meeting of shareholders to be held on November 23, 2026.

The Company also announces that its annual and special meeting of shareholders, previously scheduled for November 10, 2026, has been rescheduled to November 23, 2026.

The gross proceeds of the Second Tranche have been deposited and are held in escrow with Marrelli Trust Company Limited (the "Escrow Agent"), together with the proceeds of the first tranche, pending satisfaction of customary escrow release conditions, including satisfaction of all conditions precedent to the completion of the Transaction other than the Consolidation and receipt of all required approvals, including final approval of the TSX Venture Exchange (the "Release Conditions"). If the Release Conditions are not satisfied by the termination date, the escrowed proceeds will be returned to holders and the Subscription Receipts will be cancelled.

Net proceeds are intended for exploration at the Red Hill Project in Nevada, including a deep drilling program, and for Transaction costs and general working capital.

In connection with the Second Tranche, the Company will issue an aggregate of 18,000 broker warrants (the "Broker Warrants") to eligible finders upon completion of the Transaction, bringing the total Broker Warrants issuable under the Concurrent Financing to 3,916,610. Each Broker Warrant will be exercisable to acquire one pre-Consolidation Canoe Share at an exercise price of C$0.115 for a period of two years from the date of closing of the Concurrent Financing.

All securities issued and issuable in connection with the Second Tranche are subject to a statutory hold period expiring February 21, 2027. The Concurrent Financing remains subject to final approval of the TSX Venture Exchange.

About Canoe Mining Ventures Corp.

Canoe Mining Ventures Corp. (TSXV: CLV) is a Canadian mineral exploration company focused on identifying, acquiring, and advancing exploration assets. The Company seeks to generate value through property acquisitions, geological evaluation, and disciplined project development in jurisdictions with strong mining frameworks and infrastructure.

About Longview Gold Corp.

Longview Gold Corp. is a private company incorporated under the Business Corporations Act (British Columbia) which holds an option to acquire the Red Hill Project. Longview is not a reporting issuer in any jurisdiction. Longview's activities are concentrated on the acquisition of mineral exploration properties and the exploration, evaluation, and related activities thereon.

For further information, contact:

Canoe Mining Ventures Corp.
Scott M. Kelly, CEO & Director
Tel: +1 (416) 998-4714
Email: info@canoemining.ca

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities have not been and will not 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 U.S. persons absent registration or an applicable exemption. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Forward-Looking Statements

This news release contains statements which constitute "forward-looking statements" and "forward-looking information" within the meaning of applicable securities laws, including statements regarding satisfaction of the Release Conditions, the timing of the Company's annual and special meeting of shareholders, the issuance of the Broker Warrants, final acceptance of the Concurrent Financing by the TSX Venture Exchange, completion of the Transaction as currently proposed or at all, the Consolidation, the use of proceeds and planned exploration at the Red Hill Project. Such statements are based on a number of assumptions, including that the Release Conditions will be satisfied by the termination date, that required shareholder, TSX Venture Exchange and other approvals will be obtained in a timely manner, and that the Company will be able to carry out its exploration activities as planned. Forward-looking statements are based on assumptions management believes to be reasonable as of the date hereof and are subject to known and unknown risks and uncertainties that may cause actual results to differ materially from those expressed or implied. Undue reliance should not be placed thereon, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements. The Company undertakes no obligation to update forward-looking statements except as required by applicable law.

Completion of the Transaction is subject to a number of conditions, including but not limited to TSX Venture Exchange acceptance and, if applicable pursuant to TSX Venture Exchange requirements, disinterested shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the management information circular prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Canoe should be considered highly speculative. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this news release.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/320148

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