Original News Release
Westward Gold closes $5-million private placement
Mr. Quinton Hennigh reports
WESTWARD GOLD ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT FINANCING WITH PARTICIPATION FROM STRATEGIC INVESTORS CRESCAT CAPITAL LLC AND CONCEPT CAPITAL MANAGEMENT
Westward Gold Inc. has closed its previously announced non-brokered private placement (see news release dated Sept. 23, 2025) and has issued 45,454,544 units at a price of 11 cents per unit, for aggregate gross proceeds to the company of approximately $5-million. Each unit comprises one common share of the company and one common share purchase warrant. Each warrant entitles the holder thereof to purchase one common share of the company at a price of 15 cents for a period of 24 months following the closing date of the offering.
The company is also pleased to welcome its newest strategic shareholder, Concept Capital Management Ltd., which has subscribed for 22,727,272 units for gross proceeds of approximately $2.5-million. This represents a postoffering basic ownership interest of approximately 9.9 per cent (18.0 per cent on a partially diluted basis). Existing strategic shareholder Crescat Capital LLC has subscribed for 9,090,910 units for gross proceeds of approximately $1-million, through Crescat Portfolio Management LLC, on behalf of its pooled investment funds. This investment, combined with Crescat's prior holdings, represents a postoffering basic ownership interest of approximately 12.1 per cent (approximately 21.7 per cent on a partially diluted basis). Crescat continues to retain its pre-emptive right to maintain its pro rata interest for as long as it owns 2 per cent or more of the then outstanding common shares of the company, on an undiluted basis. The offering will not result in the creation of a new control person of the company (as such term is defined in the policies of the Canadian Securities Exchange), as the warrants are not exercisable if such exercise would result in the holder, together with any person or company acting jointly or in concert with the holder, owning, or exercising control or discretion, over 20 per cent or greater of the issued and outstanding shares of the company.
Quinton Hennigh, PhD, Westward chairman, commented: "Westward's execution of the first drill program at the well-defined Campfire target complex has exceeded expectations thus far. We've managed to get holes down to considerable depth, at direct drilling costs that are under budget -- allowing us to consistently test thick sections of the lower-plate carbonate host rocks over a large surface area. Observations from the RC cuttings to date point to significant, vertically extensive Carlin-style alteration, providing proof that a very robust hydrothermal system underlies much of the target area. The last thing the company wanted to do at this point was take our foot off the gas and, with this capital, we'll now be able to extend drilling for as long as weather permits."
The net proceeds from the offering will be used primarily for: (i) an expanded drilling program at Westward's flagship Toiyabe Hills property in Nevada, where a 5,000-metre program is already underway testing the company's Campfire target complex (see news releases dated July 8, 2025, Aug. 11, 2025, and Sept. 18, 2025, for additional information); and (ii) general working capital purposes. The common shares and warrants issued in relation to the offering will be subject to a hold period of four months and one day, in accordance with applicable securities laws. In connection with the offering, an aggregate total of $14,190 in cash finders' fees were paid, 1,492,636 finders' warrants were issued and 1,363,636 units were issued to qualified finders. The finders' warrants are exercisable at a price of 13 cents per common share for a period of 24 months and the finders' units were issued on the same terms as the units issued in the offering.
Certain insiders of the company acquired units in the offering, for an aggregate total of 10,195,455 units and gross proceeds of approximately $1,121,500 (including $1-million invested by Crescat). The participation by such insiders in the offering constituted a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. Such participation was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 based on the fact that neither the fair market value of the units subscribed for by the insiders, nor the consideration for the units paid by such insiders, exceeded 25 per cent of the company's market capitalization.
About Westward Gold Inc.
Westward Gold is a mineral exploration company focused on developing the Toiyabe Hills project, located in the Cortez Hills area of Lander county, Nevada, and the Coyote and Rossi projects, located along the Carlin trend in Elko county, Nevada. From time to time, the company may also evaluate the acquisition of other mineral exploration assets and opportunities.
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