Gabriel Resources arranges $2.62M (U.S.) financing

Executive Summary

• Gabriel Resources Ltd. announced a non‑brokered private placement of up to 34,305,000 units at C$0.105 per unit, targeting gross proceeds of US$2.625 million (≈C$3.6 million).
• Each unit consists of one common share and one five‑year common share purchase warrant exercisable at C$0.14 per share.
• Proceeds are earmarked for general corporate purposes, notably funding the company’s ICSID annulment application and critical operational expenses.

Key Details

• Units offered: 34,305,000 (each = 1 common share + 1 warrant).
• Pricing: C$0.105 per unit – a 25% discount to the prior‑day TSX‑V closing price.
• Gross proceeds: Up to US$2.625 million (≈C$3.6 million).
• Warrant terms: One‑year‑long exercise right for five years from issuance; exercise price C$0.14 per common share (equal to market price at issuance).
• Related‑party aspect: Subscription agreements signed with existing institutional and accredited investors who are insiders; the company will rely on MI 61‑101 exemptions due to serious financial difficulty.
• Regulatory condition: Offering subject to TSX Venture Exchange approval.
• Expected closing date: On or about September 5, 2025, pending corporate and exchange approvals.
• Use of proceeds: General corporate purposes, specifically:
• Funding costs associated with the company’s ICSID annulment application.
• Covering critical operational expenses.
• Finder fees: None will be paid for arm‑length subscriber procurement.
• Holding period: All securities issued are subject to a four‑month hold period from closing under Canadian securities law, plus any additional jurisdictional restrictions.

Notable Quotes

(No executive quotes were provided in the release.)