Original News Release
Avanti Gold increases private placement to $25-million
Sir Sam Jonah reports
AVANTI GOLD ANNOUNCES UPSIZE OF LIFE PRIVATE PLACEMENT TO C$25 MILLION
Avanti Gold Corp. has increased the size of its previously announced private placement, as announced on Sept. 30 2025, from $15-million to $25-million, and the oversubscribed book is now closed.
The offering is being led by SCP Resource Finance LP and a syndicate of joint bookrunners, including Haywood Securities Inc., Canaccord Genuity Corp. and Raymond James Ltd., to act, on behalf of Avanti, in connection with a commercially reasonable efforts private placement offering for gross proceeds of up to $25-million.
The offering will consist of up to 50 million units of the company at a price of 50 cents per unit, subject to all necessary regulatory approvals. The units shall also be referred to as the offered securities.
Each unit will consist of one common share of the company and one-half of one common share purchase warrant. Each warrant will entitle the holder thereof to purchase one share at an exercise price of 65 cents for a period of 36 months from the date of issuance thereof. The warrants issued pursuant to the offering will be subject to a restriction on exercise expiring 61 days from the date of issuance.
Martin Pawlitschek, incoming chief executive officer of the company, states: "The successful book close of this equity financing, particularly on a significantly oversubscribed basis, demonstrates the strong confidence in our vision and in the quality of our assets. With this strengthened financial position, we will be well equipped to advance our exploration activities and development programs across our flagship Misisi project. I look forward to working alongside our strong team to unlock the full potential of our Misisi project, and deliver strong benefits to our shareholders, host communities and other stakeholders."
The company may pay finders' fees in connection with the placement, as permitted by applicable securities laws and the rules of the Canadian Securities Exchange. The placement is subject to the company's filing requirements with the CSE and the company anticipates closing of the placement as soon as practicable subject to receipt of all necessary regulatory approvals.
The net proceeds from the placement will be allocated to further exploration efforts, including ground geophysics and the expansion of drilling programs at the Misisi project, as well as for general working capital for the company that hosts the Akyanga gold deposit that resides within the Misisi project, with a National Instrument 43-101-compliant inferred mineral resource of 41 million tonnes (t) at an average grade of 2.37 grams per tonne (g/t) containing 3.1 million ounces (oz) of gold.
Sir Sam Jonah, chairman of Avanti, along with other board members and management, strategics, institutional investors and high-net-worth individuals, are participating in the offering. Insiders are considered related parties of the company for the purposes of applicable securities laws and stock exchange rules. The subscription and issuance of units by the insiders constitute related party transactions but are exempt from the formal valuation and minority approval requirements of Regulation 61-101, Protection of Minority Security Holders in Special Transactions, as neither the fair market value of the shares and warrants issued to each of the insiders, nor the consideration paid by such insiders, exceeds 25 per cent of the company's market capitalization.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106, Prospectus Exemptions, the offered securities will be offered for sale to purchasers resident in all of the provinces of Canada with the exception of Quebec pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The securities issuable from the sale of the offered securities are expected to be immediately freely tradeable in accordance with applicable Canadian securities legislation if sold to purchasers resident in Canada. The units may also be sold in offshore jurisdictions and in the United States on a private placement basis pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended.
There is an amended and restated offering document related to the offering that can be accessed under the company's profile on SEDAR+ and at the company's website. Prospective investors should read this offering document before making an investment decision.
The offering is scheduled to close on or about Oct. 20, 2025, or such other date as the company and SCP may agree. Completion of the offering is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the Canadian Securities Exchange.
About Avanti Gold Corp.
Avanti Gold is a gold exploration company with a robust portfolio of projects in Africa. The company's flagship asset is the Misisi project in the Democratic Republic of the Congo (DRC), home to the Akyanga gold deposit. The Akyanga deposit has an inferred mineral resource of 44.3 million tonnes at an average gold grade of 2.37 g/t, totalling 3.1 million oz of gold. The Misisi project spans three contiguous 30-year mining leases covering 133 square kilometres (km) along the 55-kilometre-long Kibara gold belt, a prominent metallogenic province known for hosting significant gold deposits.
Qualified person
Ephraim Masibhera, a qualified person as defined by National Instrument 43-101, Standards of Disclosure for Mineral Projects, has reviewed the scientific and technical information that forms the basis for this news release, and has approved the disclosure herein. Historical information contained in this news release cannot be relied upon as the company's qualified person, as defined under NI 43-101, has not prepared nor verified the historical information.
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