03:01:06 EDT Wed 22 Apr 2026
Enter Symbol
or Name
USA
CA



Patriot Resources Corp
Symbol MAGA
Shares Issued 86,226,758
Close 2026-01-29 C$ 0.29
Market Cap C$ 25,005,760
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Patriot Resources amends private placement

2026-04-21 20:36 ET - News Release

Ms. Fiona Keating reports

PATRIOT RESOURCES ANNOUNCES CHANGE OF CONCURRENT FINANCING STRUCTURE AND NEW BOARD MEMBER

Further to the press release dated March 27, 2026, Patriot Resources Corp. has amended the terms of its proposed non-brokered private placement that is being conducted in connection with the company's proposed acquisition of the Liberty Ridge property as described in the company's press release dated Feb. 2, 2026.

Rather than a non-brokered financing of subscription receipts as announced in the press release dated March 27, 2026, the company will undertake a non-brokered private placement of units at 50 cents per unit to raise aggregate gross proceeds of up to $5-million. The financing is being conducted in connection with the transaction.

Each unit will be composed of one common share of the company and one-half of one common share purchase warrant. Each warrant will entitle the holder thereof to purchase one common share of the company at a price of $1 per share until the second anniversary of the closing of the financing. The warrants will be subject to an acceleration provision whereby the company may accelerate the expiry date of such warrants on 30 days notice if the company's shares trade at a volume-weighted average price of $1.50 or more for 10 consecutive trading days.

The common shares issued pursuant to the financing will be subject to a voluntary restriction whereby the holder thereof will be restricted from trading such shares, with such restriction expiring as follows: (i) 30 per cent on the date that is four months from closing; (ii) a further 30 per cent on the date that is eight months from closing; and (iii) the remaining 40 per cent on the date that is 12 months from closing.

The net proceeds of the financing will be used for working capital and general corporate purposes by the company in connection with the transaction.

Closing shall occur concurrent with the completion of the transaction and not before. The financing is being offered by way of private placement to qualified investors in all provinces of Canada and in those other jurisdictions where the financing can lawfully be made, including the United States under applicable private placement exemptions. Canadian subscribers must be accredited investors (as defined in National Instrument 45-106 (Prospectus Exemptions) or otherwise qualified under National Instrument 45-106).

All securities issued pursuant to the financing will be subject to a statutory hold period of four months and one day from the date of closing in accordance with applicable securities laws.

The company may pay finders' fees in cash and/or securities to certain arm's-length finders engaged in connection with the financing.

The closing of the financing, including the payment of any cash fees or securities to finders, is subject to the approval of the Canadian Securities Exchange in connection with their approval of the transaction.

For the avoidance of doubt, the closing will not occur as long as the company's common shares are listed on the NEX board of the TSX Venture Exchange from which the company will seek to delist its common shares as part of the transaction.

The transaction, and therefore the financing, may not close as currently contemplated or at all.

Addition to board of directors

The company further wishes to announce that it has appointed Jason Latkowcer to its board of directors.

Mr. Latkowcer is an accomplished executive with over 14 years of experience spanning corporate and business development, capital markets, and strategic partnerships. Throughout his career, he has facilitated multiple transformative transactions and strategic expansions, and has been directly involved in raising tens of millions of dollars in financing and non-dilutive grant funding.

He holds a bachelor of arts from the University of Ottawa and an executive MBA from the Quantic School of Business and Technology. His record includes advancing one of the top-10 largest lithium deposits in the United States to a mineral resource estimate, underscoring his hands-on expertise in critical mineral development in Nevada.

Upon the appointment of Mr. Latkowcer, the company currently has five directors being Fiona Keating, chief executive officer of the company, Dominic Stann, Ryan Cheung, chief financial officer of the company, Avrom Howard and Mr. Latkowcer. Mr. Latkowcer has been appointed to the audit committee of the company to replace Ms. Keating.

The appointment of Mr. Latkowcer is subject to the approval of the TSX-V.

We seek Safe Harbor.

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