GFG closes $2.53M 1st tranche with Alamos participation

Executive Summary

• GFG Resources Inc. has closed the first tranche of its private placement financing, raising gross proceeds of $2,537,904.
• Alamos Gold Inc. purchased securities in this offering, increasing its stake to approximately 11.1% of GFG Resources.
• The company intends to close the final tranche of the offering on or about November 7, 2025, subject to TSX Venture Exchange approval.

Key Details

• Financing Structure: The company issued 11,411,438 premium flow-through units.
• Price: The units were sold at a price of 22.24 cents per premium unit.
• Gross Proceeds: The first tranche generated gross proceeds of $2,537,904.
• Warrant Terms: Each premium unit consists of one common share and one-half of one share purchase warrant. Each warrant entitles the holder to acquire one additional common share at an exercise price of 24 cents for a period of 24 months from issuance.
• Flow-Through Status: The common shares and warrants qualify as flow-through shares for the purposes of the Income Tax Act (Canada).
• Regulatory Exemption: The units were issued pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106. Securities are not subject to a hold period.
• Alamos Gold Interest:
  • Alamos purchased 2,211,438 units via a share purchase agreement with a third party on Nov. 3, 2025, for $353,830.
  • Pre-offering holding: ~10.8% (or 11.3% assuming warrant exercise).
  • Post-offering holding: 32,761,650 common shares and 2,503,625 warrants, representing 11.1% of issued and outstanding common shares (or ~11.9% assuming warrant exercise).
• Insider Purchases: Directors/officers Brian Skanderbeg and Marc Lepage each purchased 2,406,250 premium units via a share purchase agreement with a third party on Nov. 3, 2025. This transaction was exempt from formal valuation and minority shareholder approval requirements under Multilateral Instrument 61-101.
• Finders' Fees: The company paid cash finders' fees totaling $7,200 on portions of the offering.
• Future Closing: The final tranche is expected to close on or about November 7, 2025, subject to regulatory compliance and TSX Venture Exchange approval.

Notable Quotes

• None explicitly quoted in the text.