Azincourt Energy Announces Amendments to Private Placement Under the Listed Issuer Financing Exemption (LIFE) and Share Consolidation

Executive Summary

• Azincourt Energy Corp. announces an amended and restated private placement offering of 15‑30 million units at $0.05 per unit, targeting gross proceeds of $750k–$1.5 M.
• The company will also complete a one‑for‑six share consolidation, reducing outstanding common shares from ~516 M to ~86 M post‑consolidation (pre‑offering).
• All other terms of the offering remain unchanged; closing is subject to TSX Venture Exchange approval and completion of the consolidation.

Key Details

• Offering Size: Minimum 15,000,000 units, maximum 30,000,000 units.
• Price per Unit: $0.05.
• Gross Proceeds: Approximately $750,000 minimum; up to $1,500,000 maximum.
• Use of Proceeds: Not detailed in release (refer to amended offering document).
• Amended Offering Document: Will reflect the amended share consolidation and revised finder’s fee terms; accessible via SEDARplus and company website.
• Share Consolidation: One‑for‑six ratio. Current shares outstanding: 516,358,032; post‑consolidation (pre‑offering) expected: ~86,059,672.
• Regulatory Approval: Both the offering and consolidation remain subject to TSX Venture Exchange approval.
• Finder’s Fee Terms: Revised; specific terms not disclosed in this release.
• Other Offering Terms: Unchanged from original December 2, 2025 announcement (e.g., unit composition, subscription procedures).

Notable Quotes

“The Board has authorized the amended share consolidation to better position the Company for future growth and to align our capital structure with shareholder interests.” – Alex Klenman, President & CEO

Materiality Assessment: Material – Positive (the financing provides new capital and the share consolidation is a significant corporate action).