Gunpoint Announces Closing of $3.35 Million Non-Brokered Private Placement

Executive Summary

• Gunpoint Exploration Ltd. closed a non‑brokered private placement raising $3,350,000 from the sale of 8,375,000 units at $0.40 per unit.
• Each unit consists of one common share and half of a common share purchase warrant (exercisable at $0.60 until 2 Dec 2027).
• Proceeds will fund exploration, development, property payments for the Talapoosa gold‑silver project in Nevada, as well as working capital and general corporate purposes.

Key Details

• Units sold: 8,375,000 (each = 1 common share + ½ warrant)
• Price per unit: $0.40 → Gross proceeds: $3,350,000
• Warrant terms: Exercise price $0.60 per share; expiry 2 Dec 2027
• Holding period: Four months plus one day, expiring 3 Apr 2026 (Canadian securities law requirement)
• Use of proceeds: Exploration & development of Talapoosa project, property payments, working capital, corporate purposes
• Related‑party transaction: Directors/officers purchased 3,075,000 units; exempt from formal valuation/minority approval under MI 61‑101 sections 5.5(b) & 5.7(1)(a)
• CEO/President Randy Reifel acquisition: 2,500,000 units (investment purpose); now holds ~16.9% of common shares on an undiluted basis and up to ~19.8% on a partially‑diluted basis after exercising options/warrants
• No finder's fees or commissions were paid in connection with the offering.
• Regulatory notes: Securities not registered under U.S. securities laws; filing of material change report anticipated within 21 days prior to closing.

Notable Quotes

“The financing will enable us to advance our Talapoosa project and maintain sufficient working capital for ongoing operations,” – Randy Reifel, Chairman, President & CEO.