Mr. Scott Trebilcock reports
REVIVAL GOLD ANNOUNCES CLOSING OF $33 MILLION BROKERED PRIVATE PLACEMENT
Revival Gold Inc. has closed its previously announced brokered private placement for total gross proceeds of $33,001,250. The offering consisted of the issuance of an aggregate of 38,825,000 common shares of the company at a price of 85 cents per common share, such aggregate amount being inclusive of the exercise in full of the option granted to the agents. The offering was led by Paradigm Capital Inc. as lead agent and sole bookrunner, on behalf of a syndicate of agents that included BMO Capital Markets Inc., Beacon Securities Ltd., Velocity Trade Capital Inc. and Canaccord Genuity Corp.
"There was strong demand from current and new shareholders, including strategic shareholder EMR Capital Management, demonstrating the unique value proposition of Revival Gold. Revival Gold is now funded to advance the Mercur gold project to a potential construction decision in less than two years. Drills are turning and work is ongoing to complete the Mercur preliminary feasibility study as planned for release in Q1 2027," said Hugh Agro, president and chief executive officer.
Mr. Agro continued: "The financing will also fuel drilling at Revival Gold's Beartrack-Arnett gold project in Idaho, where two rigs continue to turn targeting expansion of the high-grade Joss area. Our team is growing and we are excited to strive to deliver on our vision of reviving domestic U.S. gold producers."
The company intends to use the net proceeds from the offering to advance Revival Gold's continuing exploration and development of its Mercur and Beartrack-Arnett projects, and for general working capital and corporate purposes.
Twelve million seven hundred thousand six hundred common shares issued under the offering were sold to purchasers resident in certain provinces of Canada pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106, Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The remaining 26,124,400 common shares issued under the offering were sold to purchasers outside of Canada pursuant to applicable regulatory requirements and in accordance with OSC Rule 72-503, Distributions Outside Canada. The common shares are immediately tradeable under applicable Canadian securities legislation.
There is an offering document related to the portion of the offering conducted under the listed issuer financing exemption that can be accessed under the company's profile on SEDAR+ and on the company's website. As consideration for their services, at the closing of the offering, the agents received a cash commission of $1,980,075.
EMR Capital Management Ltd., an insider of the company, acquired 9,412,000 common shares under the offering, thereby increasing its ownership of the common shares from 11.7 per cent to 13.2 per cent of the common shares. The acquisition constitutes a related party transaction as defined under the policies of the TSXV Venture Exchange and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company relied on exemptions from the minority shareholder approval and formal valuation requirements applicable to the related party transactions under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as the fair market value of the acquisition does not exceed 25 per cent of the company's market capitalization. The company did not file a material change report related to the acquisition more than 21 days before the expected closing of the acquisition as required by MI 61-101, as the particulars of the offering and EMR's participation therein were not certain at that time. The offering was approved by the members of the board of directors of the company who are independent for purposes of the related party transaction.
About Revival Gold Inc.
Revival Gold is one of the largest, pure gold mine developers in the United States. The company is advancing development of the Mercur gold project in Utah and continuing exploration at the Beartrack-Arnett gold project, located in Idaho. Revival Gold is listed on the TSX Venture Exchange under the ticker symbol RVG. The company is headquartered in Toronto, Canada, with its U.S. exploration and development office located in Salmon, Idaho.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.