Azincourt Energy Announces Private Placement Under the Listed Issuer Financing Exemption (LIFE) and Share Consolidation

On December 2, 2025, Azincourt Energy announced two major corporate actions: 1. Private Placement: The company intends to raise up to C$1.5 million through a private placement under the Listed Issuer Financing Exemption (LIFE). It will issue up to 30,000,000 units at C$0.05 per unit. Each unit consists of one common share and one common share purchase warrant, with each warrant exercisable at C$0.07 for a period of 36 months. The use of proceeds is for exploration at the Harrier Project and general working capital. 2. Share Consolidation: The company will undertake a share consolidation on a 1-for-4 basis. This will reduce the number of issued and outstanding common shares from 516,358,032 to approximately 129,089,508 (before the private placement). The financing price of $0.05 per unit is based on a post-consolidation share price.

The news is materially negative for existing shareholders. While the financing is necessary for the company's survival and to fund the planned exploration at its flagship Harrier Project, it is accompanied by a 1-for-4 share consolidation.

Share consolidations (or rollbacks) are typically a measure of last resort for companies whose stock price has fallen significantly. Azincourt's stock has declined from a high of C$0.05 to C$0.01 over the past year. A rollback is required to artificially increase the share price, often to maintain exchange listing requirements or to make the stock more appealing for new financing. It is a clear admission that the company's past activities have failed to generate shareholder value and have resulted in a bloated and toxic share structure.

The financing itself continues a pattern of significant shareholder dilution. The company raised approximately C$2.55 million through multiple placements between June and November 2025 at prices of C$0.015 and C$0.025. This new financing, while priced at a slight premium to the theoretical post-consolidation price of C$0.04, will add another 30 million shares and 30 million warrants, representing approximately 23% dilution to the post-consolidation share count.

The use of the LIFE exemption means the shares from this financing will be free-trading immediately upon issuance, which could create selling pressure as new investors may look to exit quickly.

Historically, the company has pivoted its focus to the Harrier project in Newfoundland after spending over C$10 million on its East Preston project in the Athabasca Basin with no discovery to date. The funds raised are critical for the upcoming 2,000-metre drill program at Harrier, which represents the company's best chance to create value. However, the corporate actions taken to secure these funds are detrimental to the existing shareholder base and highlight the precarious financial position of the company.

Azincourt Energy Corp. is a Canadian-based resource company specializing in the exploration and development of uranium projects.

The company's flagship project has recently become the Harrier Uranium Project, located in the Central Mineral Belt of Labrador, Canada. Acquired via option in mid-2025, the project consists of a large, 49,400-hectare land package adjacent to significant uranium deposits held by Paladin Energy and Atha Energy. The project is considered underexplored but has over a dozen known uranium showings with historical high-grade surface samples up to 7.48% U3O8. Azincourt's near-term goal is to conduct a drill program focused on the Snegamook deposit area to confirm historical results and work towards a maiden NI 43-101 resource estimate.

The company also holds an 86.5% interest in the East Preston Project in the Athabasca Basin, Saskatchewan, which was its previous focus.