Mr. Blair Naughty reports
NAUGHTY VENTURES ANNOUNCES PRIVATE PLACEMENT OF FLOW-THROUGH UNITS
Naughty Ventures Corp. has arranged a non-brokered, flow-through private placement financing of two million units at 10 cents per unit for gross proceeds of $200,000. Each flow-through unit will consist of one common share issued as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and one transferable common share purchase warrant. Each flow-through warrant will entitle the holder to acquire one common share at a price of 15 cents for a period of 36 months from issuance.
Blair Naughty, chief executive officer and president of the company, will subscribe for the entire private placement. Upon closing of the private placement, Mr. Naughty's investment, combined with his existing holdings, will further increase his equity stake in the company, currently at 20.93 per cent to approximately 22.95 per cent.
Mr. Naughty is an insider of the company and, as such, his participation in the private placement is a related party transaction under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company is relying on exemptions from the minority shareholder approval and formal valuation requirements applicable to related party transactions under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as neither the fair market value of the shares to be purchased on behalf of Mr. Naughty nor the consideration to be paid by him exceeds 25 per cent of the company's market capitalization.
The proceeds from the sale of flow-through units will be used to incur eligible Canadian exploration expenses on the company's Canadian mineral properties, with all qualifying expenditures renounced to the subscriber effective Dec. 31, 2026.
About Naughty Ventures Corp.
Naughty Ventures is a Canadian venture investment and mineral exploration company focused on early-stage mineral projects with significant discovery potential. Naughty Ventures is focused on acquiring, developing and strategically positioning mineral assets with strong value potential as well as investing in private and public companies with significant potential, exceptional management and/or high growth potential that may be strategically positioned in the global market. The company is committed to identifying and advancing the world's next great mineral assets.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.