Aumega closes $5.35-million first tranche of financing

Executive Summary

• Aumega Metals Ltd. has closed the first tranche of its previously announced upsized brokered private placement, raising approximately $5.35 million in gross proceeds.
• The company issued 98,376,589 premium flow-through units at 5.44 cents per unit, each comprising one common share and one warrant exercisable at 5.5 cents for a 30-month period.
• Tranche two, which requires shareholder approval at a special meeting on April 9/10, 2026, is expected to raise up to ~$24.7 million through additional PFT units, flow-through shares, and hard dollar units to fund exploration and working capital.

Key Details

• Tranche One Proceeds & Structure: 98,376,589 PFT units issued at 5.44 cents/unit for ~$5.35M gross proceeds. Each unit includes one common share and one common share purchase warrant.
• Warrant Terms: Warrants are exercisable at 5.5 cents per share for 30 months from closing.
• Tranche Two Expected Size & Composition: Up to ~$24.7M total, comprising:
• Up to 135M PFT units at 5.44 cents (~$7.34M)
• 22,127,660 flow-through shares at 4.7 cents (~$1.04M)
• 408,973,412 hard dollar units at 4 cents (~$16.36M)
• Shareholder Approval: Required for Tranche two; special meeting scheduled for April 9, 2026 (North America) / April 10, 2026 (Australia).
• Use of Proceeds: Tranche one proceeds will fund Canadian exploration expenses qualifying as flow-through mining expenditures (renunciation effective Dec 31, 2026, incurred by Dec 31, 2027). Net proceeds from the broader offering will finance exploration advancement and general working capital.
• Investor Position & Early Warning Report: Condire Investors LLC acquired 98,376,589 PFT units (~11.1% non-diluted), with warrants subject to a 20% blocker provision. Post-Tranche two, Condire will hold ~19.9% of outstanding shares.
• Agent Fees & Commissions: $84,997 cash commission paid to agents (Clarus Securities, Canaccord Genuity, BMO Capital Markets) plus a $236,104 finder's fee, totaling 6% of Tranche one gross proceeds.
• Regulatory & Listing Compliance: Completed within ASX Listing Rules 7.1 and 7.1A placement capacities. All securities subject to a 4-month statutory hold period under Canadian securities laws, with additional resale restrictions under ASX and TSXV rules.