Stockworks arranges $800K placement, settles $300K debt

• Stockworks Gold Inc. announced a non-brokered private placement of up to 8,000,000 units at $0.10 per unit on May 15, 2026.
• Gross proceeds are targeted at up to $800,000 CAD for working capital and exploration expenditures.
• The company intends to settle approximately $300,000 in outstanding debt (services rendered and advances) via the issuance of units at a deemed price of $0.10 per unit.
• Each unit consists of one common share and one-half (0.5) common share purchase warrant.
• Warrant terms include an exercise price of 15 cents for the first year and 20 cents for the second year from issuance.
• All securities are subject to a four-month and one-day hold period from the date of issuance.
• The financing is intended to reduce liabilities and preserve cash following recent positive exploration results at the Pirenopolis project.

• Capital Dilution: The placement introduces 8,000,000 new units against an existing base of approximately 14,845,013 shares (per presentation). This represents a significant dilution event, increasing the share count by over 50% upon closing.
• Debt Reduction: Settling $300,000 in debt improves the balance sheet and removes immediate liquidity pressure, which is critical for an exploration-stage company with no revenue.
• Price Discount: The placement price of $0.10 is below the recent market close of $0.12 (May 14), indicating a discount to existing shareholders. This typically exerts short-term downward pressure on stock price due to dilution concerns.
• Strategic Alignment: The capital raise directly funds the Pirenopolis project, which recently reported high-grade assays (6.38 g/t Au). Without this financing, exploration momentum could stall.
• Market Context: For a micro-cap explorer with no revenue, securing cash is essential for survival. While dilutive, it prevents insolvency risk and enables the execution of the strategy that generated recent positive assay results. It does not constitute a "Game Changer" as it lacks transformative discovery or M&A activity but is materially necessary for operations.

• Company Name: Stockworks Gold Inc. (TSXV: STW).
• Flagship Project: Pirenopolis Gold Project in Goiás, Brazil.
• Project Status: Exploration / Pre-Resource Disclosure stage.
• Geology: Orogenic gold system within the same belt as Kinross’s Paracatu mine. Historic placer workings suggest an undiscovered bedrock source.
• Recent Activity: High-resolution drone magnetic survey and stream sediment sampling completed. Top assay of 6.38 ppm Au reported in March 2026.
• Secondary Asset: Cabin Lake Gold Project (Northwest Territories, Canada) has been monetized via a sale agreement with Fin Resources Ltd., allowing management to focus exclusively on Brazil.