Minnova Corp. Announces Filing of Amended and Restated LIFE Offering Document

Executive Summary
- Minnova Corp. filed an amended and restated offering document for a “Marketed Offering” of up to C$5 million in Units, flow‑through units (FT Units) and charitable FT Units under the listed issuer financing exemption.
- The offering is being managed by Red Cloud Securities Inc., which also holds an option to sell an additional C$1 million of securities prior to closing.
- Net proceeds are earmarked for exploration and advancement of the PL Gold Mine Project in Manitoba, as well as working capital and general corporate purposes.
Key Details
- Offering Structure:
- Minimum 10,000,000 Units at $0.20 per Unit (C$ 2.00 M) – each Unit = 1 common share + 1 warrant.
- Up to 15,000,000 “HD” Units (price not disclosed).
- Up to 13,043,478 FT Units at C$0.23 per FT Unit (≈ C$3.00 M) – each FT Unit = 1 flow‑through share + 1 warrant.
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Up to 3,125,000 Charity FT Units at C$0.32 per unit (≈ C$1.00 M).
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Warrant Terms: Each warrant permits purchase of one common share at C$0.30, exercisable up to 36 months after the closing date.
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Agent’s Option: Red Cloud may sell an additional C$1 million of any combination of Units, FT Units or Charity FT Units up to 48 hours before the offering closes.
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Closing Date: Expected on December 3, 2025 (or another mutually agreed date).
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Use of Proceeds:
- Exploration and advancement of the PL Gold Mine Project in Manitoba.
- Working capital and general corporate purposes.
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FT Share proceeds will fund eligible Canadian exploration expenses (“Qualifying Expenditures”) to be renounced to subscribers by December 31, 2025, with expenditures incurred before Dec 31, 2026.
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Regulatory Framework:
- Offering relies on the Listed Issuer Financing Exemption under NI 45‑106 and Coordinated Blanket Order 45‑935.
- Units and Charity FT Units offered to investors in Alberta, BC, Manitoba, Ontario and Saskatchewan; may also be sold offshore or in the U.S. under applicable exemptions.
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Hold period for securities not issued under the listed exemption: four months + 1 day after closing (per NI 45‑102).
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Securities Availability: LIFE Securities (Units & Charity FT Units) expected to be freely tradeable immediately in Canada; offshore sales subject to U.S. securities law exemptions.
Notable Quotes
- Gorden Glenn, President & CEO: “The amended offering document reflects our commitment to securing the capital needed to restart and expand the PL Gold Mine, while providing attractive terms for investors through a mix of units and flow‑through structures.”