Mr. Mike Iverson reports
PROSPECT RIDGE ANNOUNCES CLOSING OF FLOW-THROUGH UNIT PRIVATE PLACEMENT
Prospect Ridge Resources Corp. has closed the third and final tranche of its non-brokered private placement of 12-cent flow-through units announced on Oct. 17, 2025 (see news release for details), issuing 416,667 flow-through units for gross proceeds of $50,000. All securities issued in the third tranche are subject to a statutory hold period expiring on April 4, 2026, and no finders' fees were paid.
Over the three tranches, the company raised aggregate gross proceeds of $1,632,800.16 through the issue of 13,606,668 flow-through (FT) units, each comprising one flow-through common share in the capital of the company and one-half of one common share purchase warrant. Each warrant entitles the holder thereof to purchase one common share at a price of 18 cents for a period of two years after closing, subject to accelerated expiry if the company's common shares trade or close on the Canadian Securities Exchange at 35 cents or more for ten consecutive trading days. In the aggregate, insiders purchased 963,333 FT units, which as of the third tranche closing represented approximately 1 per cent of the then issued and outstanding shares, or 1.47 per cent if the associated warrants were immediately exercised. The participation by insiders constitutes a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company has relied upon the exemption from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a), (b) and (c), and sections 5.7(1)(a) and (b), respectively, of MI 61-101.
Len Brownlie, president and chief executive officer of Prospect Ridge, commented: "Prospect Ridge is very grateful to the investors who have supported us during this financing. Your trust and confidence in Prospect Ridge and its exploration projects is truly appreciated. We look forward to efficiently allocating these funds for the discovery of B.C.'s next significant copper-gold porphyry deposit to create value for all of our shareholders."
Use of proceeds of the offering
The company intends to use the gross proceeds from the FT placement to incur, on its mineral projects in British Columbia, eligible Canadian exploration expenses that will also qualify as flow-through critical mineral mining expenditures under the Income Tax Act (Canada). The company intends to allocate approximately 50 per cent of the gross proceeds to finance the recently announced 2,000-metre drill program on the issuer's Camelot project, located near Horsefly, B.C. The remaining funds will be allocated to financing drill programs at one or more of the company's Excalibur and Castle projects.
About Prospect Ridge Resources Corp.
Prospect Ridge is a British Columbia-based exploration and development company focused on critical metals and gold. Led by a management and technical team with over 100 years of combined mineral exploration experience, Prospect Ridge is dedicated to advancing its portfolio of properties in the Golden Horseshoe and Cariboo regions of north-central British Columbia that have the potential to become the next large copper/gold porphyry discovery across this vastly underexplored region.
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