Abasca Resources Announces Closing Its Private Placement

Executive Summary

• Abasca Resources Inc. closed a non‑brokered private placement of 15,625,000 flow‑through common shares at $0.16 per share, raising gross proceeds of $2,500,000.
• All shares were purchased by related parties owned by President/CEO Dawn Zhou, constituting related‑party transactions exempt from valuation and minority‑approval requirements under MI 61‑101.
• Proceeds will be used primarily to fund the 2025 summer drilling program aimed at upgrading the resource estimate for the 100% owned Loki Flake Graphite Deposit on the Key Lake South Project.

Key Details

• Offering Size: 15,625,000 flow‑through common shares (FT Shares)
• Price per Share: $0.16 CAD
• Gross Proceeds: $2,500,000 CAD
• Subscribers (Related Parties):
• Saskatchewan Ltd. – 5,000,000 FT Shares
• CSIT Consulting Inc. – 3,625,000 FT Shares
• 9169601 Canada Inc. – 5,000,000 FT Shares
• Related‑Party Status: All subscribing entities are owned or controlled by Dawn Zhou (President, CEO, Director). The transactions qualify as “related party transactions” under MI 61‑101.
• Exemptions Applied:
• Exempt from formal valuation requirement (subsection 5.5(b), MI 61‑101) because the securities are listed on TSX‑V.
• Exempt from minority‑approval requirement (subsection 5.7(1)(b), MI 61‑101) based on: listing status, transaction value <$2.5 M, presence of more than one independent director, and two‑thirds independent director approval.
• Use of Proceeds: Primarily to complete the 2025 summer drilling program focused on upgrading the resource estimate at the Loki Flake Graphite Deposit (100% owned) within the Key Lake South Project.
• Project Context: Loki Flake Graphite Deposit currently holds an inferred resource of 11.31 Mt at 7.65 % Cg, as reported in the May 29 2025 technical report filed on SEDAR+.

Notable Quotes

“The successful closing of this financing provides us with the necessary capital to advance our summer drilling program and further de‑risk the Loki Flake Graphite Deposit,” – Dawn Zhou, President, CEO and Director.