Naughty Ventures Announces Private Placement of Flow-Through Units

Executive Summary

• Naughty Ventures Corp. announced a non‑brokered private placement of 2,000,000 flow‑through units at $0.10 per unit, targeting gross proceeds of $200,000.
• Each unit consists of one common share and one warrant to purchase an additional common share at C$0.15 for up to 36 months.
• CEO Blair Naughty will subscribe for the entire placement, increasing his equity stake from ~20.9% to ~22.95%; the transaction qualifies for exemptions under MI 61‑101.

Key Details

• Financing Structure: 2,000,000 FT Units @ $0.10 per unit → gross proceeds of $200,000.
• Unit Composition: each FT Unit = 1 flow‑through common share + 1 transferable warrant (right to buy one common share at C$0.15).
• Warrant Terms: exercisable for 36 months from issuance; price C$0.15 per share.
• Subscriber: Mr. Blair Naughty, CEO & President, will purchase the entire placement.
• Equity Impact: Mr. Naughty’s ownership rises from 20.93% to approximately 22.95% post‑closing.
• Related‑Party Transaction: Qualifies for exemption under Multilateral Instrument 61‑101 (no minority shareholder approval required; consideration < 25 % of market cap).
• Use of Proceeds: To incur eligible Canadian exploration expenses on the Company’s mineral properties, with qualifying expenditures renounced to the subscriber effective 31 Dec 2026.

Notable Quotes

“The proceeds from this financing will enable us to advance our exploration programs while providing a tax‑efficient vehicle for investors,” – Blair Naughty, CEO & President.