Azincourt Energy closes $2.19-million private placement

Executive Summary

• Azincourt Energy Corp. has closed a non-brokered private placement raising approximately $2.2 million in gross proceeds through the issuance of flow-through and non-flow-through units.
• The offering includes warrants exercisable at $0.07 per share for 24 months, with proceeds allocated to the summer 2026 drilling budget for the Snegamook uranium deposit, general working capital, and eligible Canadian exploration expenses for flow-through tax purposes.
• Insiders participated with $142,000 in purchases, while the company compensated finders with $95,700 in cash and 1.78 million non-transferable warrants.

Key Details

• Gross Proceeds: $2,196,499.88
• Flow-Through (FT) Units: 13,699,998 units issued at $0.06 per unit
• Non-Flow-Through (NFT) Units: 27,490,000 units issued at $0.05 per unit
• Warrant Terms: Each unit includes one-half (0.5) of a warrant; exercisable at $0.07 per common share for 24 months from the date of issue
• Use of Proceeds (NFT): Funding the summer 2026 drilling, exploration, and development budget for the Snegamook uranium deposit (Central mineral belt, Newfoundland and Labrador) and general working capital
• Use of Proceeds (FT): Incurring eligible Canadian exploration expenses qualifying as flow-through critical mineral mining expenditures under the Income Tax Act (Canada), with qualifying expenditures renounced to subscribers effective Dec 31, 2026, and incurred by Dec 31, 2027
• Insider Participation: 700,000 FT units and 2,000,000 NFT units purchased for $142,000 total proceeds; structured as a related party transaction under TSXV Policy 5.9 and MI 61-101
• Finders' Compensation: $95,700 in arm's-length cash fees plus 1,777,333 non-transferable finders' warrants exercisable at $0.07 per share until March 13, 2028
• Hold Period: Securities subject to a statutory hold period of 4 months and 1 day from March 13, 2026
• Regulatory & Conditions: Subject to final approval from the TSX Venture Exchange and other standard closing conditions; insider participation relied on MI 61-101 exemptions as the fair market value did not exceed 25% of the company's market capitalization