New Break Closes Oversubscribed $1,009,800 Non-Brokered Flow-Through Financing

Executive Summary

• New Break Resources Ltd. closed a non‑brokered private placement of 2,805,000 flow‑through common shares at $0.36 per share, raising gross proceeds of $1,009,800.
• Proceeds are earmarked for Canadian Exploration Expenses (CEE) to fund the first phase of a 10,000+ metre drilling program at the Moray gold project beginning January 2026.
• All issued securities are subject to a statutory hold period expiring May 1 2026; the financing is contingent on regulatory approvals, including final CSE approval.

Key Details

• Offering Structure: Non‑brokered private placement of flow‑through shares (FT Shares).
• Shares Issued: 2,805,000 common shares qualifying as “flow‑through shares” under subsection 66(15) of the Canadian Income Tax Act.
• Price per Share: $0.36.
• Gross Proceeds: $1,009,800.
• Finder’s Fees Paid: $36,720.
• Use of Proceeds: Entire amount allocated to Canadian Exploration Expenses (CEE) for the Moray gold project; CEE will be renounced to purchasers no later than 31 Dec 2025.
• Drilling Program: First phase of a planned 10,000+ metre drilling campaign slated to start Jan 2026, focusing on expanding mineralization in the Zavitz gold zone and testing additional targets with similar geology.
• Hold Period: Statutory hold period of four months and one day; securities become freely tradable on 1 May 2026.
• Regulatory Conditions: Completion subject to receipt of all required approvals, including final approval from the Canadian Securities Exchange (CSE).
• U.S. Offering Restrictions: Shares not registered under U.S. securities laws; cannot be offered or sold in the United States or to U.S. persons absent exemption.

Notable Quotes

(No direct quotes were provided in the release.)