Onyx Gold Announces Upsize in Non-Brokered Financing to $6.4 Million at $2.43 per Share Involving Strategic Investors

Executive Summary

• Onyx Gold Corp. upsized its previously announced non‑brokered private placement to $6.445 million, bringing total expected financing for the year to approximately $26.445 million (including a $20 million bought‑deal closing on Oct 2).
• The upsize involves issuance of 2,650,000 flow‑through common shares at $2.43 per share, subject to a four‑month hold period and conditional TSX Venture Exchange approval.
• Proceeds will be used for qualifying expenditures on Ontario projects (Munro‑Croesus and broader Timmins portfolio) and are slated to be renounced to shareholders by Dec 31, 2025; the placement is expected to close around Oct 15, 2025.

Key Details

• Placement Size: Upsized to gross aggregate proceeds of $6,445,000.
• Total Expected 2025 Financing: Approximately $26,445,000 (including $20 M bought‑deal).
• Shares Issued: 2,650,000 common shares qualifying as “NB FT Shares” (flow‑through).
• Price per Share: $2.43 per NB FT Share.
• Closing Date: Expected on or about October 15, 2025 (or earlier/later by agreement).
• Conditions to Closing: Subject to TSX Venture Exchange conditional approval and other customary closing conditions.
• Hold Period: Four months and one day from issuance per Canadian securities law.
• Use of Proceeds: To incur qualifying expenditures on Ontario projects (Munro‑Croesus, Timmins portfolio) by Dec 31, 2026; to renounce those expenditures to shareholders by Dec 31, 2025.
• Tax Indemnity: If CRA reduces qualifying expenditures or the company cannot renounce them, Onyx will indemnify subscribers for any additional taxes incurred.
• No Finder’s Fees: The placement is being conducted without any finder’s fees payable.

Notable Quotes

“With the successful close of our $20 million bought deal and the upsized $6.4 million non‑brokered financing with strategic investors, Onyx is finishing 2025 with one of the strongest balance sheets in the junior space,” – Brock Colterjohn, President & CEO

Materiality Assessment: Material – Positive (significant new capital raising that materially strengthens the company’s balance sheet and funds ongoing exploration programs).