Juggernaut Exploration arranges $10-million financing

Executive Summary

• Juggernaut Exploration Ltd. has entered into an agreement for a bought deal private placement structured flow-through financing with gross proceeds of C$10 million.
• The offering consists of 3,906,250 units priced at $2.56 per unit, with each unit comprising one common share and one-half of one common share purchase warrant.
• Proceeds are designated for exploration expenses on the company's flagship Big One gold project in British Columbia, with expenses to be incurred by December 31, 2027.

Key Details

• Transaction Structure: Bought deal private placement offering of 3,906,250 units.
• Issue Price: $2.56 per unit.
• Gross Proceeds: $10,000,000 CAD.
• Underwriter: Stifel Canada, acting as sole bookrunner and underwriter.
• 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 $2.08 for a period of 24 months following the closing date.
• Flow-Through Status: Shares and warrants are intended to qualify as flow-through shares under Subsection 66(15) of the Income Tax Act (Canada).
• Over-Allotment Option: The underwriter has an option to purchase up to 15% additional units (585,937.5 units) at the same issue price, exercisable up to 48 hours prior to closing.
• Closing Date: Expected on or about March 19, 2026, subject to conditions including TSX Venture Exchange approval.
• Use of Proceeds:
  • Incur exploration expenses qualifying as Canadian exploration expenses (Subsection 66.1(6)).
  • Flow-through critical mineral mining expenditures for the mineral exploration tax credit (Subsection 127(9)).
  • British Columbia flow-through mining expenditures for individual subscribers resident in BC (Subsection 4.721(1)).
  • All expenses to be incurred on or before December 31, 2027, and renounced to subscribers with an effective date no later than December 31, 2026.
• Reoffer Units: Certain purchasers intend to donate or sell units to registered charities or other purchasers arranged by the underwriter on the closing date. Sales may occur in Canada (excluding Quebec), the US, and other qualifying jurisdictions.
• Regulatory Exemption: Offered pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106; no hold period applies to securities issued.
• Underwriter Compensation:
  • Cash commission: 6.0% of gross proceeds ($600,000), paid from company cash on hand, not from gross proceeds.
  • Broker Warrants: Equal to 6.0% of units sold (including option), entitling holder to acquire one common share at $1.81 for 24 months post-closing.
• Company Project: Big One gold project located in the Golden Triangle of British Columbia, Canada.
• Event Attendance: Company technical team attending PDAC convention (Booth No. 3232, Investors Exchange, South Building) from March 1 to March 4.

Notable Quotes

• None provided in the text.