Esgold arranges unit financing for up to $7-million

Executive Summary

• Esgold Corp. has entered into an agreement with Red Cloud Securities Inc. to act as sole agent and bookrunner for a "best efforts" private placement offering gross proceeds of up to C$7 million.
• The offering consists of units priced at 68 cents per unit, with each unit comprising one common share and one-half of one common share purchase warrant.
• Net proceeds are intended for the advancement of the company's flagship Montauban project in Quebec, as well as for general working capital and corporate purposes.

Key Details

• Offering Structure: "Best efforts" private placement via Red Cloud Securities Inc.
• Gross Proceeds: Up to C$7,000,600 from the sale of up to 10,295,000 units.
• Unit Price: 68 cents per unit.
• Unit Composition: Each unit consists of one common share and one-half of one common share purchase warrant.
• Warrant Terms: Each warrant entitles the holder to purchase one common share at an exercise price of $1.00.
• Warrant Expiration: 36 months following the closing date.
• Over-Allotment Option: The agent has an option to purchase up to an additional 1,471,000 units at the offering price for up to an additional $1,000,280 in gross proceeds. This option is exercisable in full or in part up to 48 hours prior to the closing.
• Use of Proceeds: Advancement of the Montauban project in Quebec, general working capital, and corporate purposes.
• Regulatory Basis: Offered pursuant to the listed issuer financing exemption under National Instrument 45-106 (Part 5A) for residents of British Columbia, Alberta, Manitoba, Saskatchewan, and Ontario. Also available via private placement exemptions in the US and other jurisdictions.
• Closing Date: Anticipated to close on March 10, 2026, or such other date as agreed, subject to regulatory approvals including the Canadian Securities Exchange.
• Offering Document: Dated February 19, 2026, available on SEDAR+ and the company website.

Notable Quotes

• None explicitly quoted in the text provided.