Canadian GoldCamps Closes First Tranche of Private Placement and Issues LOI Consideration Shares

Executive Summary

• Canadian GoldCamps Corp. closed the first tranche of its non‑brokered private placement, issuing 5,550,000 common shares at $0.10 per share for gross proceeds of $555,000.
• The company issued 1,822,941 shares to Stelmine Canada Ltd. as consideration for an exclusive option agreement on the Courcy and Mercator projects, with a 36‑month escrow schedule.
• Finder’s fees were paid in cash ($1,800) and 18,000 non‑transferable warrants (exercise price $0.12, 24‑month term).

Key Details

• Shares Issued – First Tranche: 5,550,000 common shares @ $0.10 per share → Gross proceeds: $555,000.
• Use of Proceeds: Partial funding of the proposed option agreement with Stelmine (including an initial $100,000 cash payment) and general working capital.
• Regulatory Conditions: Closing subject to required regulatory approvals, including CSE acceptance; securities subject to a four‑month‑plus‑one‑day hold period.
• Additional Closings Expected: Company anticipates one or more further closings on or before January 15, 2026.
• Shares Issued to Stelmine (LOI consideration): 1,822,941 shares (≈9.99% of outstanding common shares).
• Escrow Terms for Stelmine Shares: 36‑month escrow; 10% released after four months, remaining balance released quarterly thereafter.
• Option Agreement Scope: Exclusive right to acquire up to an 80% interest in the Courcy and Mercator projects; initial 10% interest only upon execution of a definitive option agreement (subject to regulatory approvals).
• Related Party Transaction Disclosure (MI 61‑101): One officer subscribed for 200,000 shares; exemption relied on because transaction value <25% of market cap.
• Finder’s Compensation: Cash fee of $1,800 plus issuance of 18,000 finder’s warrants (exercise price $0.12 per share, exercisable for 24 months).

Notable Quotes

• “The closing of the First Tranche provides us with essential capital to advance our strategic option agreement with Stelmine and continue funding our exploration initiatives,” – George Yordanov, President & CEO.