Gladiator Metals Expands Upsized Bought Deal Private Placement to Quebec

Executive Summary

• Gladiator Metals Corp. announced an expansion of its upsized private placement to include investors resident in Quebec.
• The offering comprises 10,563,400 flow‑through (FT) common shares at $1.42 each and 8,152,200 non‑flow‑through (HD) common shares at $0.92 each, for total gross proceeds of $22,500,052.
• Proceeds from FT Shares will be used for eligible Canadian exploration expenses on Yukon projects; HD Share proceeds are earmarked for working capital and general corporate purposes.

Key Details

• Offering Structure:
• FT Shares: 10,563,400 shares @ $1.42 per share → $15,000,028 gross proceeds (flow‑through, eligible for Canadian tax deductions).
• HD Shares: 8,152,200 shares @ $0.92 per share → $7,500,024 gross proceeds (non‑flow‑through).
• Total Gross Proceeds: $22,500,052.
• Underwriters: Cormark Securities Inc. acting as lead underwriter and sole bookrunner for a syndicate of underwriters.
• Use of Proceeds – FT Shares:
• To incur eligible “Canadian exploration expenses” that qualify as flow‑through critical mineral mining expenditures on Yukon Territory projects.
• Minimum qualifying expenditures equal to the gross proceeds from FT Shares must be incurred (or deemed incurred) by December 31, 2026 and renounced to purchasers no later than December 31, 2025.
• Use of Proceeds – HD Shares: Working capital and general corporate purposes.
• Closing Date: Expected on or about September 9, 2025, subject to regulatory approvals (including conditional TSX Venture Exchange approval).
• Regulatory Framework: Offering relies on NI 45‑106 listed issuer financing exemption; FT and HD shares issued to Canadian residents will not be subject to a hold period.
• Documentation: Amended and restated offering document available in English and French on SEDAR+ and the company website.

Notable Quotes

• “We are pleased to broaden access to our private placement, providing Quebec investors the opportunity to participate while securing essential capital to advance our Yukon exploration program.” – Jason Bontempo, CEO, Gladiator Metals Corp.