Original News Release
Lafleur closes $2.88-million private placement
Mr. Paul Teniere reports
LAFLEUR MINERALS CLOSES FULLY SUBSCRIBED LIFE OFFERING AND ANNOUNCES INVESTOR RELATIONS PARTNERSHIPS
Further to Lafleur Minerals Inc.'s news releases dated July 30, 2025, and Aug. 29, 2025, the company has completed its previously announced non-brokered private placement of units of the company (the LIFE units) at a price of 48 cents per unit under the listed issuer financing exemption (as defined herein) for gross proceeds of $2.88-million. The company also intends to close its previously announced charity flow-through offering up to 3.75 million charity flow-through units of the company at a price of 69 cents per charity flow-through unit for gross proceeds of up to $2,587,500.
Due to additional demand to participate in the LIFE offering, the company intends to also complete a non-brokered private placement on similar terms as the LIFE offering for up to $700,000 on the same terms as the LIFE offering.
FMI Securities Inc. (FMI) acted as a special adviser and selling group member on this LIFE offering. FMI is an exempt market dealer and a subsidiary of the FMI Capital Partners Group which operates in Canada, the United States (through FINRA dealer FM Global Partners) and globally through its affiliated partners.
Each unit consists of one common share in the capital of the company and one transferrable common share purchase warrant. Each warrant entitled the holder to purchase one additional common share at a price of 75 cents for a period of 24 months from the date of issuance. The warrants are subject to an accelerated expiry upon 30 business days of notice from the company in the event the closing price of the company's common shares on the Canadian Securities Exchange (the CSE) is equal to or above a price of 90 cents for 14 consecutive trading days any time after closing of the offering.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 -- Prospectus Exemptions (NI 45-106), the LIFE offering was made to purchasers' resident in all provinces of Canada, except Quebec, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106. The securities offered under the listed issuer financing exemption are not subject to a hold period in accordance with applicable Canadian securities laws.
In connection with the offering, the company paid an aggregate cash finder fee of $144,651 and issued an aggregate of 301,355 non-transferable finders' warrants. Each finder's warrant entitles the holder to acquire one common share in the capital of the company at a price of 75 cents each for a period of 24 months from the date of issuance, all in accordance with the policies of the CSE.
The gross proceeds from the LIFE offering will be used for the advancement of exploration initiatives at the company's Swanson gold project and for operational purposes at the Beacon gold mill, in addition to working capital and general corporate expenses.
The subscribers in the LIFE offering included an executive officer of the company (the insider) who subscribed for 7,500 LIFE units for aggregate gross proceeds of $3,600 to the company. The issuance of LIFE units to the insider constitutes a related party transaction as defined in Multilateral Instrument 61-101 -- Protection of Minority Securityholders in Special Transactions (MI 61-101). The company is relying on the exemption from valuation requirement and minority approval pursuant to subsections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, for the insider participation in the LIFE offering, as the value of the LIFE units subscribed for does not represent more than 25 per cent of the company's market capitalization, as determined in accordance with MI 61-101.
Engagement of investor relations firms
The company is also pleased to announce various strategic marketing and investor relations engagements with arm's-length independent contractors and agencies, with the aim of developing the company's communication strategy and strengthening exposure to a wider audience.
A service agreement dated Aug. 21, 2025, with services expected to launch on Sept. 25, 2025, has been executed by the company with Investing News Network -- INN (Dig Media Inc.). Pursuant to the terms and conditions of the INN service agreement, INN has agreed to provide digital campaigns and other investor relations activities on behalf of the company. INN has been providing independent news and education to investors since 2007 at its website. The services may include news distribution and promotional content through e-mail, social media and other digital channels to a targeted investor audience, including company profile, lead generation, content channels, press release syndication, news marketing, ads, notifications and interviews distributed across INN's channels and YouTube, and articles distributed through INN, Nasdaq feeds and MSN Business Gold Outlook Report. The INN service agreement remains in effect for 12 months commencing on Sept. 25, 2025, and ending on Sept. 25, 2026, and will not automatically renew. In accordance with the terms and conditions of the INN service agreement and as consideration for the services provided by INN, the company has agreed to provide INN with a cash fee of $163,000 plus applicable GST. INN and its principals are arm's length from the company and do not have any interest, direct or indirect, in the company or its securities nor do they have any right or intent to acquire such an interest. INN's business is located at 1200 -- 736 Granville St. Vancouver, BC, V6Z 1G3, Canada, and the e-mail contact is [email protected] and its phone number is 604-688-8231.
A service agreement dated Aug. 6, 2025, and expected to launch mid-September, 2025, has been executed by the company with the Northern Miner Group, a subsidiary of EarthLabs Inc. Pursuant to the terms and conditions of the Northern Miner service agreement, Northern Miner has agreed to provide advertising services such as big box digital ads, e-mail sponsorships on daily news digest and podcasts through digital channels such as the Northern Miner and MINING.com, for the company. The Northern Miner service agreement remains in effect for 12 months ending on Aug. 6, 2026, and will not automatically renew. In accordance with the terms and conditions of the Northern Miner service agreement and as consideration for the services provided by Northern Miner, the company has agreed to provide Northern Miner with a cash fee of $55,000 plus applicable GST. Northern Miner and its principals are arm's length from the company and do not have any interest, direct or indirect, in the company or its securities nor do they have any right or intent to acquire such an interest. Northern Miner's business is located at 69 Yonge St., suite 200, Toronto, Ont., M5E 1K3, Canada, and the e-mail contact is [email protected] and its phone number is 604-683-2037.
A service agreement dated July 3, 2025, has been executed by the company with Milky Way Marketing Inc. and Blue Sun Productions Inc. (BTV), a marketing and content agency. Pursuant to the terms and conditions of the BTV service agreement, BTV has agreed to provide the company with a marketing and broadcast package that includes TV ad spots and 50 BNN Bloomberg broadcasts, along with a stock ticker ad and newsletter eblast. BTV will provide its services for a period of approximately six weeks, which began on or around Sept. 1, 2025. In accordance with the terms and conditions of the BTV service agreement and as consideration for the services provided by BTV, the company has agreed to pay BTV a cash fee of $28,000 plus GST to be added where applicable. BTV and its principals are arm's length from the company and do not have any interest, direct or indirect, in the company or its securities nor do they have any right or intent to acquire such an interest. BTV's business is located at No. 17-19257B Enterprise Way, Surrey, B.C., Canada. Its e-mail contact is [email protected] and its phone number is 604-664-7401.
A service agreement dated Aug. 18, 2025, and expected to launch mid-September, 2025, has been executed by the company with AI Power Marketing Inc. (Midas Letter). Pursuant to the terms and conditions of the Midas Letter service agreement, Midas Letter has agreed to provide development, design and hosting of a landing page, together with associated video production, publication and digital marketing campaigns services to the company in an effort to increase public awareness of the company. The services may include facilitating the creation and distribution of marketing materials and paid advertisements, including production of a promotional video and its distribution through e-mail and social media to a targeted investor audience. The Midas Letter service agreement remains in effect from Aug. 18, 2025, for an indefinite term until completion of the services, unless terminated by mutual agreement of the parties upon 10 days notice. In accordance with the terms and conditions of the Midas Letter service agreement and as consideration for the services provided by Midas Letter, the company has agreed to provide Midas Letter with a cash fee of $50,000 plus applicable HST. Midas Letter and its principals are arm's length from the company and do not have any interest, direct or indirect, in the company or its securities nor do they have any right or intent to acquire such an interest. Midas Letter's business is located at 675 Cochrane Dr., East Tower, sixth floor, Markham, Ont., L3R 0B8, Canada. Its e-mail contact is [email protected] and its phone number is 905-961-8789.
A service agreement dated Aug. 11, 2025, and expected to launch mid-September, 2025, has been executed by the company with Dayani Capital Corp. Pursuant to the terms and conditions of the Dayani service agreement, Dayani has agreed to provide to provide certain investor relations and digital marketing services to the company to increase public awareness of the company. The services may include assisting with investor relations and digital marketing duties, as well as co-ordinating and disseminating news, and information about the company to the public and to the shareholders of the company through digital channels such as native, push notification and search engine marketing type of traffic/clicks to a targeted hosted landing page on Wallstreetlogic.com website owned and managed by the contractor. The Dayani service agreement remains in effect from Aug. 11, 2025, for an initial term of one month, or otherwise terminated by the company by written notice at the end of the first month trial. In accordance with the terms and conditions of the Dayani Letter service agreement and as consideration for the services provided by Midas Letter, the company has agreed to provide Midas Letter with a total cash fee of $50,000 (U.S.) plus applicable GST for a one-month trial. Dayani and its principals are arm's length from the company and do not have any interest, direct or indirect, in the company or its securities nor do they have any right or intent to acquire such an interest. Dayani's business is located at 550-800 West Pender St., Vancouver, B.C., V6C 1J8, Canada, its e-mail contact is [email protected].
A service agreement dated Sept. 4, 2025, and launched on Sept. 9, 2025, has been executed by the company with Krify Software Technologies Private Ltd. Pursuant to the terms and conditions of the Krify service agreement, Krify has agreed to provide a campaign that includes on-line investor targeting, including Google Ads, Meta ads, website optimization and a landing page for the Precious Metals Summit in Beaver Creek in September of 2025. The Krify service agreement remains in effect to end of the summit on Sept. 12, 2025, and will not automatically renew. In accordance with the terms and conditions of the Krify service agreement and as consideration for the services provided by Krify, the company has agreed to provide Krify with a cash fee of $19,000 (U.S.). Krify and its principals are arm's length from the company and do not have any interest, direct or indirect, in the company or its securities nor do they have any right or intent to acquire such an interest. Krify's business is located at 7-39, Ratan Towers, ADB Road, Thimmapuram, Kakinada, EGDT, Andhra Pradesh PIN code: 533005 India, and the e-mail contact is [email protected] and its phone number is 91-912-122-7121.
Pursuant to the engagements, there are no performance obligations contained in each agreement and none of the independent contractors and agencies named herein are subject to receive common shares, stock options or any form of equity in the company as compensation.
About Lafleur Minerals Inc.
Lafleur Minerals is focused on the development of district-scale gold projects in the Abitibi gold belt near Val d'Or, Que. The company's mission is to advance mining projects with a laser focus on its resource-stage Swanson gold deposit and the Beacon gold mill, which have significant potential to deliver long-term value. The Swanson gold project is approximately 18,304 hectares (183 square kilometres) in size and includes several prospects rich in gold and critical metals previously held by Monarch Mining, Abcourt Mines and Globex Mining. Lafleur has recently consolidated a large land package along a major structural break that hosts the Swanson, Bartec and Jolin gold deposits, and several other showings which make up the Swanson gold project. The Swanson gold project is easily accessible by road allowing direct access to several nearby gold mills, further enhancing its development potential. Lafleur Mineral's fully refurbished and permitted Beacon gold mill is capable of processing over 750 tonnes per day and is being considered for processing mineralized material at Swanson and for custom milling operations for other nearby gold projects.
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