Ascot Resources amends private placement terms

Executive Summary

• Ascot Resources Ltd. has amended the terms of its previously announced brokered private placement, converting the structure from common shares to units.
• Each unit now consists of one common share and one-half of one warrant, with the offering price remaining unchanged at the previously announced levels.
• The first tranche of the offering is expected to close on December 30, 2025, subject to stock exchange approvals and the reactivation of the company on the TSX Venture Exchange.

Key Details

• Financing Structure Change: The offering is amended to a unit financing. Each unit consists of one common share and one-half of one warrant.
• Offering Size: Up to $150 million.
• Warrant Terms: Each whole warrant is exercisable to purchase one share at an exercise price of $0.85 per share.
• Warrant Duration: The warrants are exercisable for a period of 12 months from the closing date of the first tranche.
• Closing Schedule: The offering may close in one or more tranches. The first closing is expected to occur on December 30, 2025.
• Conditions Precedent: Closing is conditional on receipt of necessary stock exchange approvals, exemptions, and the reactivation of the company on the TSX Venture Exchange.
• Agency: The shares are offered on a best efforts fully marketed agency basis.
• Investor Eligibility:
  • Accredited investors in Canada (via National Instrument 45-106).
  • Investors in the United States (via exemptions from the Securities Act of 1933).
  • Investors outside Canada and the US (via applicable local laws).
• Previous Terms: The offering prices remain the same as the announcement made on December 1, 2025.

Notable Quotes

• None provided in the text.