P2 Gold Announces Closing of Second Tranche of Financing

Executive Summary

• P2 Gold Inc. closed the second tranche of its non‑brokered private placement, raising $5,006,900 from the sale of 25,034,500 units at $0.20 per unit.
• Proceeds are earmarked to fund feasibility work and upcoming infill/expansion drilling at the Gabbs Project in Nevada, supporting the company’s path toward production.
• The financing includes common share purchase warrants (one warrant per unit) with a $0.30 exercise price, modified terms removing acceleration and adding a 10% ownership trigger for delayed exercise.

Key Details

• Units sold: 25,034,500 units (Second Tranche).
• Price per unit: $0.20.
• Gross proceeds: $5,006,900 (up to $11 M total for the overall offering of up to 55 M units).
• Unit composition: 1 common share + 1 warrant per unit.
• Warrant terms: Exercise price $0.30; exercisable after 60 days; expires two years from issue; no acceleration clause; if holder’s total ownership (including convertible securities) reaches ≥10% of outstanding shares, exercise notice must be given at least 61 days in advance.
• Use of proceeds: Fund exploration and development expenditures at the Gabbs Project (Nevada) and general corporate purposes.
• Finder’s fees paid: $64,500; additional 322,500 warrants issued to finders (5% of proceeds raised).
• Insider participation: Insiders subscribed for 500,000 units in the first tranche; transaction qualifies as a related‑party transaction under MI 61‑101 with reliance on exemption thresholds.
• Holding periods: Canadian resident subscribers – no hold period; insiders and certain consultants – four‑month hold period per TSX V rules.
• Regulatory notes: Offering not registered in the U.S.; securities may not be offered or sold to U.S. persons absent an exemption.

Notable Quotes

“The proceeds from the financing, along with the proceeds from the exercise of warrants expiring in 2026, are expected to fund Gabbs through the feasibility stage,” – Joe Ovsenek, President & CEO.
“With infill and expansion drilling expected to kick off in October, we will push hard to achieve our milestones to production.” – Joe Ovsenek.