American Eagle arranges $34.54-million financing

Executive Summary

• American Eagle Gold Corp. announced a $34.54-million financing, anchored by a $23.04-million strategic investment from Eric Sprott via a charity flow-through share offering.
• The capital raise consists of premium flow-through shares at $1.20/share and common shares at $0.77/share, with a potential concurrent offering of up to $11.5M to accommodate existing participation rights held by Teck and South32.
• Proceeds will fund substantial drill program expansions at the NAK copper-gold project in British Columbia for 2026-2027 and general corporate purposes, positioning the company with over $50M in cash post-closing.

Key Details

• Total Gross Proceeds: Up to $34.54 million.
• Eric Sprott Investment: $23.04 million via 19.2 million charity flow-through shares at a back-end price of $0.77/share, representing an ~9.9% equity interest prior to Teck/South32 decisions.
• Share Structure & Pricing:
• Up to 19.2 million premium flow-through (FT) shares at $1.20/share for $23.04M.
• Up to 14,935,065 common shares at $0.77/share for up to $11.5M.
• Concurrent Offering: Up to $11.5M to accommodate equity participation rights for Teck and South32 (not a committed amount, subject to their confirmation).
• Use of Proceeds: Thoroughly test thesis at NAK project, expand 2026/2027 drill programs, general corporate purposes, and working capital.
• FT Tax Terms: Qualifies as Canadian exploration expenses and flow-through critical mineral mining expenditures. Renunciation deadline is Dec 31, 2026, with qualifying expenditures to be incurred by Dec 31, 2027. Company indemnifies purchasers if renunciation fails or CRA reduces expenditures.
• Post-Closing Cash Position: Over $50 million on the balance sheet.
• Warrants: None included in the offering.
• Fees: Commission/finder's fee of up to 1%.
• Closing Date: Expected on or about March 20, 2026, subject to regulatory approvals and TSX-V acceptance.
• Hold Period: 4 months + 1 day statutory hold following closing.
• Project Update (NAK): 31,500-metre drill program completed in 2025 to expand mineral footprint; assays currently being received. Historical drilling (1960s) and recent Eagle drilling (2022-2024) identified a large near-surface copper-gold system (>1.5km x 1.5km) with deeper, higher-grade zones.

Notable Quotes

• Anthony Moreau, CEO: "We're very pleased to welcome Eric Sprott as another strategic, long-term investor on the register. What makes his participation particularly notable is that it's rare for him to back copper stories. We're proud to have him alongside Teck, South32 and Orecap as foundational, long-term shareholders."
• Eric Sprott: "NAK has truly caught my attention. I believe the grade and length of the intervals are exceptional, and the gold grade is the icing on the cake. I believe this is one of the best undeveloped porphyries in Canada."