Arizona Gold to receive $18M investment from Sorbie

Executive Summary

• Arizona Gold & Silver Inc. has entered into a binding agreement for a CDN$18 million equity placement with institutional investors Sorbie Bornholm LP and Sorbie Investments LLP.
• The transaction consists of a 22.5 million unit placement priced at 80 cents per unit, representing an approximately 18% premium to the five-day VWAP, with proceeds allocated to advance exploration and drilling at the company's flagship Philadelphia gold-silver project.
• The financing includes a growth-linked, non-dilutive sharing agreement tied to project milestones and is subject to TSX Venture Exchange approval, with no new control position or shareholder approval required.

Key Details

• Gross Proceeds: CDN$18 million
• Investors: Sorbie Bornholm LP and Sorbie Investments LLP (arm's-length institutional investors)
• Placement Size & Price: 22.5 million units at 80 cents per unit
• Pricing Premium: Approximately 18% above the five-day volume-weighted average price (VWAP)
• Warrant Terms: Each unit includes one common share and one-half share purchase warrant; each full warrant is priced at $1.00
• Use of Proceeds: Advance exploration and development at the Philadelphia gold-silver project; expand drilling programs led by SVP Exploration Dr. Lex Lambeck across prospective vein and stockwork systems; support continued technical and operational progress
• Regulatory & Approval Terms: Subject to TSX Venture Exchange approval; no new control position created; no finders' fees; no related party disclosure required; no shareholder approval required
• Milestone Agreement: A portion of the issued shares will serve as the basis for a sharing agreement, allowing the company to capture additional non-dilutive upside as specific milestones are met
• Project Context: Philadelphia gold-silver project is located near the historic Oatman mining district in northwestern Arizona, an area that has produced over 2.5 million ounces of gold from high-grade epithermal vein systems; recent drilling has confirmed continuity and potential scale of mineralization at both shallow and deeper depths
• Operational Outlook: Capital commitment will support drilling programs well into 2027, with multiple rigs expected to operate on the Philadelphia property

Notable Quotes

• Mike Stark, CEO: "I'm extremely pleased to be working with Sorbie and their dedicated team. This long-term capital commitment will ensure and support our drilling programs well into 2027, with multiple rigs operating on our flagship Philadelphia property. The fact that this financing was completed above market value demonstrates strong confidence in our team and in the potential of the project."
• Whitney Kofford, Managing Director, Sorbie Bornholm: "Sorbie is proud to announce our largest investment to date, and we are thrilled to partner with Arizona Gold & Silver. Having worked closely with Mike, Lex and their team over the past few months during Sorbie's due diligence process, it is clear they possess the vision and confidence to utilize our growth-linked, non-dilutive sharing agreement to its full potential."