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Goldquest Mining Corp
Symbol GQC
Shares Issued 307,752,142
Close 2025-06-02 C$ 0.56
Market Cap C$ 172,341,200
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Goldquest Mining closes $10.72M first tranche placement

2025-06-02 20:57 ET - News Release

Mr. Luis Santana reports

GOLDQUEST UPSIZES PRIVATE PLACEMENT TO C$16.2 MILLION AND CLOSES FIRST TRANCHE

Goldquest Mining Corp. has closed the first tranche of its previously announced non-brokered private placement of common shares in the capital of the company, originally announced on May 14, 2025.

In response to strong investor demand, the private placement has been increased to a maximum of 32,352,877 common shares at a price of 50 cents per common share, for total gross proceeds of up to $16,176,439.

Under the first tranche, the company issued a total of 21,450,877 common shares at a price of 50 cents per common share, raising gross proceeds of $10,725,438.50.

Approximately 82 per cent of the funds raised in the first tranche were contributed by investors based in the Dominican Republic, reflecting strong national support for the company's projects and its commitment to local development. The entire second tranche will also be financed by Dominican capital.

Demand from Dominican investors was exceptionally strong, resulting in an oversubscription of the offering and requiring the company to limit allocations and defer participation from a number of interested investors. This level of demand underscores the confidence and momentum behind Goldquest's strategy and the Romero project.

Insider participation in the first tranche includes investments by three members of the board of directors, including the company's chief executive officer, demonstrating strong confidence in the company's strategy, leadership and the advancement of the Romero project.

In connection with the first tranche, the company paid a cash finder's fee of approximately $203,275 to Paola Cornielle, an arm's-length party.

The private placement remains subject to final acceptance of the TSX Venture Exchange. All common shares issued pursuant to the private placement are subject to a four-month statutory hold period under applicable Canadian securities laws.

Use of proceeds

The net proceeds of the private placement will be used to fund the following initiatives:

  • Completion of the Environmental and Social Impact Assessment (ESIA) at Romero;
  • Finalization of the bankable feasibility study (BFS) for the Romero project;
  • Mineral exploration at the Tireo belt;
  • General corporate purposes.

Second tranche

The company has entered into a subscription agreement with Guess Investments Ltd., an existing shareholder and insider of the company, for the purchase of the remaining 10,902,000 common shares under the private placement at a price of 50 cents per common share, for additional gross proceeds of $5,451,000 (the second tranche).

Closing of the second tranche is subject to TSX-V approval, including the satisfactory completion of certain personal information forms required to be submitted by the investor.

Insider participation and MI 61-101 disclosure

Insiders of the company acquired an aggregate of 1,242,000 common shares ($621,000) under the first tranche and are expected to acquire an additional 10,902,000 common shares ($5,451,000) under the second tranche. Such insider participation constitutes a related party transaction as defined under TSX-V Policy 5.9 and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101).

The company is relying on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101, as neither the fair market value of the securities to be acquired by insiders, nor the consideration paid by them, exceeds 25 per cent of the company's market capitalization.

About Goldquest Mining Corp.

Goldquest Mining is a Canadian-based mineral exploration and development company with projects in the Dominican Republic. The company is focused on advancing the Romero gold-copper project and exploring the Tireo formation, a district known for its rich mineral potential. Goldquest is listed on the TSX-V under the symbol GQC.

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