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Amex Exploration Inc (2)
Symbol AMX
Shares Issued 142,846,686
Close 2026-06-18 C$ 4.58
Market Cap C$ 654,237,822
Recent Sedar+ Documents

Amex closes $20.61-million final tranche of placement

2026-06-18 20:46 ET - News Release

Mr. Victor Cantore reports

AMEX EXPLORATION COMPLETES FINAL TRANCHE OF C$80 MILLION PRIVATE PLACEMENT

Amex Exploration Inc. has completed the final tranche of the oversubscribed best effort private placement offering previously announced on May 5, 2026 (as updated on May 11, 2026), consisting of 4,581,567 common shares of the company at a price of $4.50 per common share, for additional gross proceeds to the company of $20,617,051.50.

On May 21, 2026, the company completed: (i) a best effort private placement offering of 11,110,150 common shares at the offering price for gross proceeds of $49,995,675 in reliance on the listed issuer financing exemption of Canadian securities laws, and a first tranche of the brokered portion of its previously announced concurrent private placement, consisting of 394,011 common shares at the offering price for additional gross proceeds of $1,773,049.50, for aggregate gross proceeds of $51,768,724.50; and (ii) a non-brokered private placement of 1,622,222 common shares at the offering price, for additional gross proceeds of $7,299,999. Following the completion of the first tranche, the non-brokered private placement and the final tranche, the company has raised aggregate gross proceeds of $79,685,775.

The brokered private placement was completed pursuant to the terms of an agency agreement dated May 21, 2026, among National Bank Financial Inc. and MDCP Securities Ltd., as joint bookrunners and co-lead agents, ATB Capital Markets Corp. and Haywood Securities Inc., and the company. As consideration for their services in connection with the final tranche, the company paid the agents a cash commission equal to $1,030,852.58.

The net proceeds of the brokered private placement and the non-brokered private placement will be used to finance the capital expenditures for the company's bulk sampling program and a portion of the phase 1 development of the Perron gold project, a feasibility study on the phase 2 development of the project, exploration of the company's properties and general corporate purposes.

The common shares issued under the final tranche are subject to a four-month hold period under applicable Canadian securities laws. The offering remains subject to final acceptance of the TSX Venture Exchange.

The common shares issued under the final tranche were purchased by strategic investor Eldorado Gold Corp. pursuant to the terms of the investor rights agreement dated Jan. 16, 2024, between the company and Eldorado. The final tranche was completed following Eldorado being approved as a control person of the company (as defined in, and in accordance with, the policies of the TSX-V) by the company's disinterested shareholders at the company's annual general and special meeting of shareholders held on June 16, 2026.

Eldorado-related disclosure under Multilateral Instrument 61-101 and the early warning system

Eldorado, an insider of the company under applicable Canadian securities laws, subscribed for an aggregate of 4,581,567 common shares at the offering price under the final tranche, for gross proceeds of $20,617,051.50. The subscription by an insider of the company is considered to be a related-party transaction for purposes of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions (in Quebec, Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions)) and Policy 5.9 (Protection of Minority Securityholders in Special Transactions) of the corporate finance manual of the TSX-V. The company did not file a material change report more than 21 days before the expected closing date of the final tranche as the details of the transaction were not settled until shortly prior to the closing of the final tranche and the company wished to close the final tranche on an expedited basis for sound business reasons. In connection with the final tranche, the company relied upon exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 under subsections 5.5(a) and 5.7(1)(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, does not exceed 25 per cent of the company's market capitalization.

Prior to the completion of the final tranche, Eldorado beneficially owned and controlled 38,626,330 common shares and 207,000 common share purchase warrants, with each warrant entitling the holder to acquire one common share, representing approximately 24.75 per cent of the outstanding common shares on a non-diluted basis and approximately 24.85 per cent on a partially diluted basis assuming full exercise of the warrants. Following the completion of the final tranche, Eldorado beneficially owns and controls 43,207,897 common shares and 207,000 warrants, representing approximately 26.90 per cent of the outstanding common shares on a non-diluted basis and approximately 26.99 per cent on a partially diluted basis assuming full exercise of the warrants. Eldorado advises that the common shares were acquired for investment purposes and that it has no other plans or intentions that relate to the common shares, other than as set out in this news release. Subject to the terms of a lock-up agreement entered into by Eldorado in favour of the agents in connection with the brokered private placement, Eldorado may, depending on the market and other conditions, increase or decrease its beneficial ownership of Amex securities, whether in the open market, by privately negotiated agreements or otherwise, or may develop such plans or intentions in the future, subject to a number of factors, including general market and other conditions and other available investment and business opportunities. This disclosure is provided under the early warning system under applicable Canadian securities laws, which also requires an early warning report to be filed containing additional information with respect to the foregoing matters. A copy of the early warning report will be available on SEDAR+ under Amex's issuer profile and may be obtained upon request from Eldorado by contacting Eldorado at: 1188, 550 Burrard St., Bentall 5, Vancouver, B.C., V6C 2B5, attention: Lynette Gould, vice-president, investor relations, communications and external affairs; telephone number: 647-271-2827 or 1-888-353-8166. Eldorado is a gold and base metal producer with mining, development and exploration operations in Canada, Turkey and Greece. Eldorado is incorporated under the laws of Canada, and is listed on the Toronto Stock Exchange and the New York Stock Exchange.

About Amex Exploration Inc.

Amex has made significant high-grade gold discoveries, along with copper-rich volcanogenic massive sulphide zones, at its 100-per-cent-owned Perron gold project, located approximately 110 kilometres north of Rouyn-Noranda, Que. The Perron project in Quebec consists of 183 contiguous claims for a surface area of 65.75 square kilometres. The project hosts several zones of high-grade gold mineralization, VMS mineralization and hybrid gold-rich VMS mineralization.

When combined with the adjacent and contiguous Perron West project and Abbotsford and Hepburn projects (including additional claims acquired through staking) in Ontario, the consolidated land package spans a district-scale 570.94 square kilometres. This extensive property lies within highly prospective geology favourable for both high-grade gold and VMS mineralization.

The project benefits from excellent infrastructure: It is accessible by a year-round road, located just 30 minutes from an airport and approximately 6.5 km from the town of Normetal. It is also in close proximity to several process plants owned by major gold producers.

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