Mayfair Gold Announces LIFE Offering of Up To $35 Million

Executive Summary

• Mayfair Gold Corp. entered into an agreement with Beacon Securities Ltd. to act as lead agent and sole bookrunner for a “best‑efforts” private placement of up to 21,213,000 common shares at $1.65 per share, targeting gross proceeds of up to $35,001,450.
• The agents have been granted an option to sell an additional 3,031,000 shares at the same price, potentially adding $5,001,150 in gross proceeds.
• Net proceeds are earmarked for metallurgical and detailed engineering work on the Fenn‑Gib gold project in Timmins, Ontario, as well as for working capital and general corporate purposes.

Key Details

• Offering Structure: Private placement under the Listed Issuer Financing Exemption (NI 45‑106).
• Lead Agent/Bookrunner: Beacon Securities Limited; will form a syndicate of agents.
• Shares Offered: Up to 21,213,000 common shares at an issue price of $1.65 per share.
• Gross Proceeds Target: Up to $35,001,450 from the primary placement.
• Agents’ Option: Up to 3,031,000 additional shares at $1.65 each, for a potential extra $5,001,150 in gross proceeds; exercisable up to 48 hours before closing.
• Use of Proceeds:
• Metallurgical testing and detailed engineering on the Fenn‑Gib gold project (Timmins, Ontario).
• Working capital.
• General corporate purposes.
• Closing Timeline: Expected on or about September 16, 2025, subject to regulatory approvals and TSX Venture Exchange conditional acceptance.
• Regulatory Framework: Offering relies on the Listed Issuer Financing Exemption; shares will not be subject to a hold period under Canadian securities law. No U.S. registration; securities may not be offered or sold in the United States absent exemption or registration.
• Documentation: Offering document dated September 8, 2025 available on SEDAR+ and company website.

Notable Quotes

• “The net proceeds from this offering will enable us to advance critical metallurgical work and detailed engineering at our flagship Fenn‑Gib project, positioning Mayfair for the next phase of development,” – Nicholas Campbell, CEO.