Solstice Gold arranges $1-million private placement

Executive Summary

• Solstice Gold Corp. has announced a $1,000,000 non-brokered private placement financing consisting of flow-through shares and units.
• The offering is structured to raise capital for exploration at the Strathy gold project in Ontario, specifically targeting the Red Cedar discovery, with remaining proceeds allocated to general corporate and working capital needs.
• The transaction involves distinct pricing tiers for Ontario residents (8.5 cents/share) and national residents (6.8 cents/share for flow-through shares, 6 cents/unit for units), with closing expected on or about October 30, 2025.

Key Details

• Total Gross Proceeds: $1,000,000 CAD.
• Offering Structure:
  • Ontario Flow-Through Shares: Priced at $0.085 per share; offered exclusively to residents of Ontario.
  • National Flow-Through Shares: Priced at $0.068 per share; offered to residents of Canada other than Ontario.
  • Units: Priced at $0.06 per unit; offered to residents of Canada other than Ontario and other jurisdictions determined by the Board. Each unit consists of one common share and one-half warrant.
• Warrant Terms: Each unit includes one-half warrant, where one full warrant is exercisable for one common share at an exercise price of $0.10. The warrants are exercisable for 12 months from the closing date.
• Use of Proceeds:
  • Proceeds from Ontario flow-through shares: Financing exploration programs qualifying as Canadian exploration expenses and flow-through mining expenditures at the company's Ontario mining projects.
  • Proceeds from national flow-through shares: Financing exploration programs qualifying as Canadian exploration expenses and flow-through mining expenditures at the company's mining projects.
  • Proceeds from units: General corporate and working capital purposes.
  • Specific Allocation: The majority of proceeds will finance a follow-up drill program for the Red Cedar discovery at the Strathy gold project in Temagami, Ontario.
• Closing and Conditions:
  • Expected closing date: On or about October 30, 2025.
  • Subject to regulatory approvals, including the TSX Venture Exchange.
  • Securities subject to a statutory hold period of four months and one day from the closing date.
• Related Party Transactions:
  • Purchases by related parties are expected to constitute related party transactions under Multilateral Instrument 61-101.
  • The company expects exemption from formal valuation and minority shareholder approval requirements because the fair market value of securities purchased by related parties is expected to be below 25% of the company's market capitalization.

Notable Quotes

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