Azincourt Energy Corp. Closes Private Placement

Executive Summary

• Azincourt Energy Corp. closed a non‑brokered private placement of 40 million flow‑through units at C$0.025 per unit, raising gross proceeds of C$1.0 million.
• Each unit consists of one flow‑through common share and one warrant exercisable at C$0.05 until November 21 2028; finders’ fees of C$70,000 were paid and 2.8 million finder warrants issued.
• Proceeds are earmarked for drilling, exploration and development of the Harrier Project in Newfoundland & Labrador, with qualifying expenditures to be incurred by December 31 2026.

Key Details

• Offering size: 40,000,000 FT Units @ C$0.025 per unit → C$1,000,000 gross proceeds.
• Unit composition: 1 flow‑through common share + 1 common share purchase warrant (exercise price C$0.05).
• Warrant term: Exercisable until November 21 2028.
• Finders’ fees: C$70,000 paid; 2,800,000 finder warrants issued (C$0.05 exercise price, three‑year expiry).
• Use of proceeds: Funding drilling, exploration and development of the Harrier Project (Central Mineral Belt, NL).
• Tax treatment: FT Shares qualify as flow‑through shares; proceeds will be used for eligible Canadian exploration expenses and flow‑through critical mineral mining expenditures.
• Expenditure timeline: Qualifying expenditures ≥ gross proceeds to be incurred by 31 Dec 2026; renunciation of tax benefits to purchasers no later than 31 Dec 2025.
• Holding period: Securities subject to a hold period expiring four months and one day from closing (≈ 21 May 2026).
• Closing conditions: Subject to receipt of all required approvals, including final TSX Venture Exchange approval.

Notable Quotes

• “The successful completion of this private placement provides us with the capital needed to advance our Harrier Project and demonstrates investor confidence in our strategic focus on critical minerals.” – Alex Klenman, President & CEO.