Centenario closes $310,500 final tranche of financing

Executive Summary

• Centenario Gold Corp. has closed the final tranche of its $1.5-million non-brokered private placement, raising $310,500 from the issuance of 3,105,000 units, following final TSX Venture Exchange approval of the Cabot project option.
• The company has filed an NI 43-101 Technical Report for the Cabot Property and provided significant historical sampling highlights for both the Cabot copper-cobalt zone and the Marble Cove gold prospect.
• The company granted 1.35 million stock options to directors, officers, employees, and consultants, while detailing the terms of the Cabot project option agreement with PNL Ventures Ltd.

Key Details

• Financing Details:
  • Closed the second and final tranche of a previously announced $1.5-million non-brokered private placement.
  • Issued 3,105,000 units at a price of $0.10 per unit.
  • Aggregate gross proceeds: $310,500.
  • Proceeds intended for the Cabot project option.
  • No finders' fees were paid.
• Warrant Terms:
  • Each unit consists of one common share and one-half non-transferable share purchase warrant.
  • Each warrant is exercisable to purchase one additional share at $0.15 per share.
  • Warrants are exercisable for 24 months from the date of issuance.
• Statutory Hold:
  • All securities issued are subject to a statutory hold period expiring four months and one day from the date of closing.
• Related Party Transactions:
  • Certain directors and officers participated in the final tranche.
  • Participation is exempt from formal valuation and minority shareholder approval requirements under MI 61-101 as the value does not exceed 25% of market capitalization.
• Cabot Project Option Agreement (with PNL Ventures Ltd.):
  • Centenario has the option to acquire up to 100% of PNL's interest in the Cabot project.
  • Consideration includes aggregate cash payments of $300,000 (with $15,000 already paid), issuance of 3,000,000 shares, and incurring $1.65 million in exploration expenditures.
  • No finders' fees are payable for the option transaction.
• Technical Report:
  • Filed an NI 43-101 Technical Report titled "NI 43-101 Technical Report, Cabot Property, Baie Verte Peninsula, Newfoundland and Labrador, Canada."
  • Effective date: October 27, 2025.
  • Prepared by independent qualified persons Dawn Evans-Lamswood, MSc, PGeo, and Dr. Harrison Cookenboo, PhD, PGeo.
• Stock Option Grant:
  • Granted 1.35 million incentive stock options to directors, officers, employees, and consultants.
  • Exercise price: $0.30 per share.
  • Term: 5 years.
  • Subject to exchange acceptance.
• Cabot Project Highlights (Historical Sampling):
  • Cabot Copper Zone:
    • Surface sampling returned up to 6.9% copper (out of 21 samples).
    • Identified multiple kilometre-scale mineralized trends in the Main Cabot VMS zone.
    • Copper occurs as chalcopyrite and bornite.
    • Geophysics and soil surveys defined five drill-ready targets (four untested).
    • Located 15 km from Firefly Metals' Ming copper-gold mine.
  • Marble Cove Gold Prospect:
    • Historic sampling returned up to 70.38 g/t gold.
    • Gold associated with narrow, structurally controlled veins.
    • Located ~4 km west of Maritime Resources' Point Rousse gold project (which has produced >200,000 oz gold).
• Disclaimer:
  • Sampling results are historical, selective grab samples not collected under the company's supervision or by the qualified person.
  • Results are not classified as current mineral resources or reserves; further exploration is required.

Notable Quotes

• No direct quotes from the CEO or President were included in the provided text.