Mr. Kiran Patankar reports
MAPLE GOLD ANNOUNCES $12 MILLION BROKERED LIFE OFFERING AND A CONCURRENT $4 MILLION NON-BROKERED PRIVATE PLACEMENT
Maple Gold Mines Ltd. has entered into an agreement pursuant to which Canaccord Genuity Corp. has agreed to act as lead agent and sole bookrunner for and on behalf of a syndicate of agents in connection with a best effort private placement of up to 3,525,000 flow-through shares of the company at a price of $3.40 per FT share for gross proceeds of up to $11,985,000.
In addition to the listed issuer financing exemption offering, the company announces its intention to complete a concurrent non-brokered private placement offering for gross proceeds to the company of up to $4,015,085 consisting of up to 1,070,960 FT shares at the issue price and up to 152,580 non-flow-through shares of the company at a price of $2.45 per NFT share.
Strategic investor Michael Gentile has indicated that he intends to participate in the offering to maintain his approximately 8.4-per-cent partially diluted interest.
The company will use an amount equal to the gross proceeds received by the company from the sale of the FT shares, pursuant to the Income Tax Act (Canada), to incur (or be deemed to incur) eligible Canadian exploration expenses that qualify as flow-through mining expenditures (as both terms are defined in the tax act) related to the company's projects in Canada as more fully described in the offering document on or before Dec. 31, 2027, and to renounce all the qualifying expenditures in favour of the subscribers of the FT shares, effective Dec. 31, 2026. In the event the company is unable to renounce qualifying expenditures effective on or prior to Dec. 31, 2026, for each FT share purchased in an aggregate amount not less than the gross proceeds raised from the issue of the FT shares, or the qualifying expenditures are otherwise reduced by the Canada Revenue Agency, the company will indemnify each subscriber of the FT shares for any additional taxes payable by such subscriber as a result of the company's failure to renounce the qualifying expenditures or as a result of the reduction as agreed. The company intends to use the net proceeds from the sale of NFT shares under the concurrent private placement for general and administrative expenses and unallocated working capital purposes over a period of 12 months following closing of the offering.
The offering is expected to close on or about Feb. 17, 2026, or such other date as the company and the agents, in respect of the LIFE offering, may agree, and is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including the conditional approval of the TSX Venture Exchange.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 (Prospectus Exemptions), the LIFE offering will be offered for sale to purchasers resident in the provinces of Canada, except Quebec, pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 as amended and supplemented by Coordinated Blanket Order 45-935 (Exemptions from Certain Conditions of the Listed Issuer Financing Exemption). The securities issued to Canadian resident subscribers in the LIFE offering will not be subject to a hold period pursuant to applicable Canadian securities laws. Subject to compliance with applicable regulatory requirements and in accordance with NI 45-106, the concurrent private placement will be offered for sale to purchasers resident in the provinces of Canada and/or other qualifying jurisdictions pursuant to relevant prospectus or registration exemptions other than the listed issuer financing exemption in accordance with applicable securities laws. The securities issued to Canadian resident subscribers in the concurrent private placement will be subject to a four-month hold period pursuant to applicable Canadian securities laws.
There is an offering document related to the offering that can be accessed under the company's profile on SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.
About Maple Gold Mines Ltd.
Maple Gold is a well-financed Canadian advanced exploration company focused on advancing its 100-per-cent-owned, district-scale Douay/Joutel gold project located in Quebec's prolific Abitibi greenstone gold belt. Douay/Joutel benefits from exceptional infrastructure access, and boasts approximately 481 square kilometres of highly prospective ground, including an established gold mineral resource at Douay with significant expansion potential, as well as the past-producing Telbel and Eagle West mines at Joutel. In addition, the company holds an exclusive option to acquire 100 per cent of the Eagle mine property, a key part of the historical Joutel mining complex.
Maple Gold's property package also hosts a significant number of regional exploration targets along a 55-kilometre strike length of the Casa Berardi deformation zone that have yet to be tested through drilling, making the property ripe for new gold and volcanogenic massive sulphide discoveries. The company is currently focused on carrying out exploration and drill programs to increase mineral resources and make new discoveries to establish an exciting new gold district in the heart of the Abitibi.
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