Mr. John Keating reports
PJX RESOURCES ANNOUNCES CLOSE OF FIRST TRANCHE OF PRIVATE PLACEMENT
PJX Resources Inc. has closed the first tranche of our previously announced (see June 18, 2026, press release) non-brokered private placement of up to 44 million units of the company for gross proceeds of up to $6.3-million. The company will issue units on a non-flow-through basis, flow-through basis (each a flow-through unit (FTU) and a charity flow-through basis, each a charity flow-through unit (CFTU) or a charity flow-through critical metals unit (CFTUCM)). The subscription prices for each of the foregoing are 12.5 cents for a unit, 15 cents per FTU, 16.8 cents per CFTU (previously announced as 16 cents) and 18 cents per CFTUCM. In the first tranche, the company will issue 3,866,666 flow-through units and 22,736,320 units for gross proceeds of $3,422,040. The second tranche of the offering is expected to close on or about July 15, 2026.
Finders' fees comprise $90,300 cash and 690,666 non-transferable warrants may be paid in respect of the first tranche of the private placement. The warrants will entitle the holder to purchase one common share at an exercise price of 20 cents for 24 months following completion of the private placement.
Certain directors of PJX, participated in the first tranche of the private placement. As insiders, the subscriptions of these parties will be considered to be a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101. PJX intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such insider participation.
All securities issuable in connection with the private placement will be subject to a statutory hold period in Canada which will run for four months from the date of the closing of the private placement. The private placement is subject to compliance with applicable securities laws and to receipt of the final approval and acceptance of the TSX Venture Exchange.
Each unit and each flow-through unit, regardless of whether it is a FTU, CFTU or CFTUCM, consists of one common share to be issued as a flow-through share within the meaning of the Income Tax Act (Canada) and one common share purchase warrant. Each warrant acquired will entitle the holder to purchase one common share at an exercise price of 20 cents for 24 months following completion of the private placement.
PJX intends to use the net proceeds of the private placement for expenditures on its properties located in Cranbrook, B.C., and for general working capital purposes. The company will expend an amount equal to the gross proceeds received by the company from the sale of the flow-through units, pursuant to the provisions in the Income Tax Act (Canada), to incur eligible Canadian exploration expenses that qualify as flow-through critical mineral mining expenditures and flow-through mining expenditures as both terms are defined in the Income Tax Act (Canada) related to the company's projects in British Columbia, on or before Dec. 31, 2026, and to renounce all the qualifying expenditures in favour of the subscribers of the flow through units effective Dec. 31, 2026.
Exploration and discovery potential
In 2026, PJX plans to focus exploration on two target types: potential Sullivan-type sedimentary exhalative (sedex) targets on the Dewdney Trail property and a reduced intrusion-related gold system (RIRGS) type targets on the Zinger property. The Zinger target may be comparable to Snowline Gold's Valley discovery in Yukon or Kinross Gold's Fort Knox deposit in Alaska (see PJX news release dated June 18, 2026).
Drilling and surface exploration to date on the Dewdney Trail property indicate a geological environment that supports the potential for multiple Sullivan-type sedimentary exhalative (sedex) discoveries. The historical Sullivan mine, located 25 kilometres west of the Dewdney Trail property, was Canada's largest producer of silver, as well as zinc, lead and other critical metals, before closing in 2001 after 90 years of operation.
On the Zinger property, prospecting and mapping led to the discovery of gold mineralization hosted with sheeted quartz veins at the Gar target, confirming the presence of a previously unrecognized RIRGS style gold system, potentially similar to Snowline Gold's Valley discovery. Historical work by other explorers and recent exploration by PJX has identified the potential for a cluster of RIRGS type targets on the Zinger property that have never been tested by drilling. The Gar RIRGS target is planned to be drilled for the first time.
John Keating, president of PJX, commented: "The geological setting and exploration results to date underscore PJX's potential to discover significant critical metal and gold mineralization in a well-established mining district with existing road, rail and power infrastructure. Permits are in place to begin drilling sedex targets at the Dewdney Trail property this month. Drilling of the RIRGS-type Gar target at the Zinger property is planned for later in the summer, pending permit renewals. Both the Sedex and RIRGS targets are road accessible, with some holes also expected to be supported by helicopter from Cranbrook, approximately a 15-minute flight to either property. We look forward to the potential to discover both gold and critical metals."
Annual and special meeting results
The company is also pleased to announce the results of its annual and special meeting of shareholders, which was held on June 24, 2026. The meeting was held, in part, to deliver the annual audited financial statements and related management's discussion and analysis of the company, fix and appoint the directors of the company, appoint the company's auditor, and approve both the company's share incentive plan, all as set out in the management information circular that was delivered to shareholders in advance of the meeting.
A total of 75,299,575 common shares were represented at the meeting either in person or by proxy, representing approximately 40.37 per cent of the issued and outstanding shares of the company. All resolutions were passed by the shareholders of the company.
PJX thanks Victor (Vic) Bradley for his many years of support and guidance as a director. Mr. Bradley did not stand for re-election. The company greatly appreciates his enthusiasm, knowledge and expertise, and wishes him all the best. PJX also welcomes James (Jim) McDonald to its board. Mr. McDonald's experience advancing mineral exploration companies to discovery, together with his exploration experience in the Sullivan mining district, will be valuable to PJX.
About PJX Resources Inc.
PJX is a mineral exploration company focused on building shareholder value and community opportunity through the exploration and development of mineral resources with a focus on gold, silver and base metals (zinc, lead, copper, nickel). PJX's properties are located in the historical Sullivan mine district and Vulcan gold belt near Cranbrook and Kimberley, B.C.
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