Desert Gold Announces CAD $5 Million LIFE Private Placement

Executive Summary

• Desert Gold Ventures Inc. announced a non‑brokered private placement of up to 62,500,000 units at C$0.08 per unit, targeting gross proceeds of CAD 5 million.
• Each unit consists of one common share and half of a warrant (one whole warrant per two units) exercisable at C$0.12 for up to 24 months after closing.
• Net proceeds are earmarked for the first phase of a gravity processing plant at Barani East (Mali), resource expansion and drilling at SMSZ (Western Mali) and Tiegba (Côte d’Ivoire), and general working capital.

Key Details

• Offering Size: Up to 62,500,000 units
• Price per Unit: C$0.08
• Maximum Gross Proceeds: CAD 5,000,000
• Unit Composition:
• 1 common share of Desert Gold Ventures Inc.
• ½ of one common‑share purchase warrant (i.e., two units equal one whole warrant)
• Warrant Terms:
• Exercise price C$0.12 per share
• exercisable at any time up to 24 months after the Closing Date
• Finder: Red Cloud Securities Inc. acting as finder for the Offering.
• Use of Proceeds:
• Commission first phase of gravity plant at Barani East gold oxide project (West Mali)
• Resource expansion and exploration drilling at SMSZ Project (Western Mali)
• Exploration drilling at Tiegba gold project (Côte d’Ivoire)
• General working capital needs
• Regulatory Framework:
• Offered under NI 45‑106 listed issuer financing exemption for Canadian investors (excluding Québec).
• U.S. investors may participate via a private placement exempt from registration under the U.S. Securities Act.
• Offering also available to investors in other jurisdictions on a private‑placement basis, subject to local laws.
• Closing Timeline: Anticipated closing on or about February 20, 2026, subject to customary conditions including TSX Venture Exchange conditional approval and receipt of all required regulatory approvals.
• Trading Rights: Units expected to be freely tradeable in Canada immediately after issuance; U.S. securities will not be offered or sold in the United States absent registration or exemption.

Notable Quotes

• “The net proceeds from this financing will enable us to advance critical infrastructure at Barani East and accelerate exploration across our flagship projects in Mali and Côte d’Ivoire,” – Jared Scharf, President & CEO.