Loyalist Exploration Announces $1,700,000 Non-Brokered Private Placement

Executive Summary

• Loyalist Exploration announced a non‑brokered private placement of up to 21,250,000 hard‑dollar common shares at $0.04 each and 17,000,000 flow‑through common shares at $0.05 each, targeting gross proceeds of up to $1.70 million.
• Proceeds from the flow‑through portion will be used for qualifying Canadian exploration expenditures on the Tully Gold Property and related activities; hard‑dollar proceeds will fund marketing, property payments, and general working capital.
• The first closing is expected around December 18, 2025, with a four‑month plus one‑day hold period on all issued securities.

Key Details

• Offering Size & Pricing
• Hard‑dollar common shares: up to 21,250,000 shares @ $0.04 per share → $850,000 gross proceeds.

• Flow‑through (FT) common shares: up to 17,000,000 shares @ $0.05 per share → $850,000 gross proceeds.

• Use of Proceeds – Flow‑Through Shares

• Canadian exploration expenses and flow‑through mining expenditures as defined in the Income Tax Act.

• Specific allocations: exploration & permitting of the Tully Gold Property, data review, digitization, internal resource calculation, exploration planning, commencement of a NI‑43‑101 resource estimate/technical report, and initiation of exploration on the Gold Rush Property.

• Use of Proceeds – Hard‑Dollar Shares

• Marketing activities.
• Property payments for the Gold Rush Property and the DeSantis Property.

• General working capital.

• Related Party Participation

• Certain insiders may participate, constituting a “related party transaction” under MI 61‑101. The company will rely on exemptions from valuation and minority shareholder approval requirements because insider ownership will not exceed 25 % of market capitalization.

• Closing & Hold Period

• First closing anticipated on or about December 18, 2025.

• All securities subject to a hold period expiring four months and one day after issuance.

• Regulatory Conditions

• Completion contingent on receipt of all required regulatory approvals, including approval from the Canadian Securities Exchange.

• Finder’s Fees

• The company may pay finder’s fees to eligible finders in connection with the offering.

• Agency Engagement Update

• Provides an update on engagement with Existing Agency Inc., confirming arm‑length status of its representatives.

Notable Quotes

(No direct quotes were included in the release.)