Wolfden Closes First Tranche of Non-Brokered Private Placement of Units for Gross Proceeds of up to $1.9 Million

Executive Summary

• Wolfden Resources closed the first tranche of its non‑brokered private placement, raising $1.9 million in gross proceeds.
• The company issued 23,750,000 Units at $0.08 per Unit, each consisting of one common share and half of a purchase warrant (exercise price $0.12).
• Proceeds are earmarked primarily for advancing the Rockland Gold Project in Nevada, as well as working capital and general corporate purposes; a second tranche of $100,000 is expected to close around August 8, 2025.

Key Details

• Units Issued: 23,750,000
• Price per Unit: $0.08 (total gross proceeds $1.9 M)
• Unit Composition: 1 common share + ½ of a common‑share purchase warrant.
• Warrant Terms: Each whole warrant allows purchase of one common share at $0.12 for 24 months after the first tranche closing.
• Use of Proceeds: Majority to fund Rockland Gold Project (Nevada); remainder for working capital and general corporate purposes.
• Closing Conditions: Subject to final TSX Venture Exchange approval; securities subject to a four‑month hold period under Canadian securities law.
• Related Party Transaction: Certain insiders participated; the offering qualifies for exemptions under MI 61‑101 sections 5.5(a) and 5.7(a) because the fair market value of securities distributed to insiders is <25% of market cap.
• Second Tranche: Expected gross proceeds of $100,000, anticipated closing on or about August 8, 2025.
• Compensation: No compensation paid for the first tranche.

Notable Quotes

(No direct quotes were provided in the release.)