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Trans Canada Gold Corp
Symbol TTG
Shares Issued 58,729,839
Close 2026-09-14 C$ 0.20
Market Cap C$ 11,745,968
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Trans Canada arranges $1.5-million private placement

2026-09-14 21:11 ET - News Release

Mr. Tim Coupland reports

TRANS CANADA GOLD ANNOUNCES $1.5 MILLION CDN NON-BROKERED PRIVATE PLACEMENT FOR PHASE 2- DRILLING AT THE HARRISON LAKE DISTRICT SCALE GOLD PROPERTY

Trans Canada Gold Corp. has proposed to raise gross proceeds of up to $1.5-million in a non-brokered private placement financing by issuing:

  • Up to 3,947,368 units in a flow-through private placement of the company, to be issued on a flow-through basis, under applicable tax law at a subscription price of 19 cents per FT unit, for total gross proceeds of up to $750,000 (exclusive of the proceeds on the exercise of the warrants accompanying the FT units); each FT unit will consist of one flow-through common share of the company and one-half of one share purchase warrant, each whole warrant exercisable into one non-flow-through common share at an exercise price of 30 cents per share for a period of two years from the date of issuance; each flow-through share qualifies as a flow-through share for the purposes of the Income Tax Act (Canada);
  • Up to 4,411,764 units in a non-flow-through private placement, at a subscription price of 17 cents per unit for total gross proceeds of up to $750,000 (exclusive of the proceeds on the exercise of the warrants accompanying the units); each unit will consist of one common share of the company and one-half of one share purchase warrant; each whole warrant is exercisable into one non-flow-through common share at an exercise price of 30 cents per share for a period of two years from the date of issuance.

The flow-through unit offering and the NFT offering are subject to approval from the TSX Venture Exchange, and all of the securities issued pursuant to the offering will be subject to a four-month hold period from the date of issue in accordance with applicable securities laws.

The company proposes to use the net proceeds from the flow-through unit offering for eligible Canadian exploration expenditures (as defined in the Income Tax Act (Canada)) in connection with its exploration drilling activities at the Harrison Lake gold project area, located in southwestern British Columbia. These expenditures will be renounced for the 2026 tax year. Closing of the offering is expected to occur by mid-October, 2026.

The offering will be conducted on a private placement basis in accordance with prospectus exemptions under applicable securities laws.

The company intends to use the proceeds of the offering for phase 2 exploration and underground and surface drilling costs for the property ($1.5-million budget) and general working capital.

Phase 1 underground drilling/Harrison Lake district-scale gold project -- drilling completed

Phase 1 drilling has been completed, and all drill core is being safely secured and stored, catalogued, and prepared for analysis, splitting and logging. The core will be analyzed for gold by the Photon Assay method, which is the standard method to analyze for high-grade, nuggety gold. Previous use of this assay method on the property has materially increased grades in the tested samples. This work will potentially increase the project's gold grade. All underground work and drilling are under the supervision of Carl von Einsiedel, PGeo, project manager.

Phase 2 surface and underground drilling/Harrison Lake district-scale gold project proposed budgets

Phase 2 underground drilling expenditures on the property are budgeted as follows: supervision, 3-D geological modelling ($100,000), mobilization and technical support ($100,000), completing minimum 2,500 metres of underground drilling ($375,000), first aid and Mine Act compliance ($100,000), assaying ($75,000), and contingency ($100,000).

Phase 2 surface drilling expenditures on the property are budgeted as follows: geological supervision surface exploration work ($150,000), mobilization and technical support ($100,000), drilling 1,500 metres and 15 holes ($225,000), assays ($150,000), and a 10-per-cent contingency.

In addition to other prospectus exemptions commonly relied on in private placements, the offering will be available to existing shareholders of the company who, as of the close of business on Sept. 13, 2026, held common shares of the company (and who continue to hold such common shares as of the closing date), pursuant to the prospectus exemption set out in B.C. Instrument 45-534 (Exemption From Prospectus Requirement for Certain Trades to Existing Security Holders) and in similar instruments in other jurisdictions in Canada. The existing shareholder exemption limits a shareholder to a maximum investment of $15,000 in a 12-month period unless the shareholder has obtained advice regarding the suitability of the investment, and, if the shareholder is resident in a jurisdiction of Canada, that advice has been obtained from a person who is registered as an investment dealer in the jurisdiction. If the company receives subscriptions from investors relying on the existing shareholder exemption exceeding the maximum offering, the company may adjust the subscriptions received on a pro rata basis.

The company will also make the offering available to certain subscribers pursuant to B.C. Instrument 45-536 (Exemption from Prospectus Requirement for Certain Distributions Through an Investment Dealer). In accordance with the requirements of the investment dealer exemption, the company confirms that there is no material fact or material change about the company that has not been generally disclosed.

Overallotment option

The offering is subject to a 15-per-cent overallotment option, pursuant to which the company may sell an additional 661,765 NFT units for aggregate gross proceeds of up to an additional $112,500 and an additional 592,105 FT units for aggregate gross proceed of up to an additional $112,500.

The Harrison Lake district-scale gold project -- Bear Mountain, southwestern British Columbia

The company has completed phase 1 drilling at Harrison Lake, unlocking the significant gold potential for the expansion on the district-scale Harrison Lake gold project. British Columbia is rapidly being recognized as a Tier 1 jurisdictional and mining-friendly asset destination, fast-tracking and advancing mining development projects and announcing billions in investments in an Ottawa-B.C. growth initiative favouring all Canadians. The company is currently reviewing and improving operating efficiency and lowering operating costs intended to maximize future underground and surface drilling opportunities.

The style of mineralization reduced intrusion-related gold system gold in sheeted quartz veins in diorite intrusions is similar to the gold deposit model of the Tintina gold belt that straddles the Yukon-Alaska border, and it has also been recognized that the mineralized diorite intrusions are localized along a regionally extensive shear zone adjacent to a large diorite batholith. Snowline Gold's recent discovery of the Valley deposit clearly demonstrates the size potential of these type of occurrences.

About Trans Canada Gold Corp.

The company is a Canadian-discovery-focused gold exploration company focused on acquiring and drilling advanced gold, silver and critical base metal mineral assets situated in Canada and an oil and gas resource development exploration company that is currently focused on developing and drilling its production of conventional heavy oil exploration opportunities, increasing production capabilities, and increasing future oil production revenues through responsible exploration. The company identifies, acquires and finances with its working interest partners the continuing development of oil and gas assets, primarily situated in Alberta, Canada. The company has qualified senior exploration mining management and oil and gas geological teams of professionals, seasoned in exploration production, field exploration and drilling. The company currently works with Croverro Energy Ltd., which has demonstrated proficiency, expected of an experienced oil and gas technical team that has proven oil production and revenue success with large multilateral wells currently under its supervision. The company has the necessary manpower in place to develop its natural resource properties and manage its production properties. The company is committed to minimizing risk through selective property acquisitions and responsible exploration drilling, and maximizing long-term gold, strategic mineral, and petroleum and natural gas resource assets.

We seek Safe Harbor.

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