Waraba Gold increases financing to $2.5-million

Executive Summary

• Waraba Gold is upsizing its previously announced private placement from $1.5 M to up to $2.5 M at C$0.07 per security (shares or pre‑financed warrants).
• The company closed the initial tranche of the private placement, raising $1,500,000.06 and settling $350,000 of debt, issuing 9,355,808 shares and 12,515,619 pre‑financed warrants.
• A US $100,000 debenture was issued on Jan 6 2026 to an arm’s‑length third party; related‑party directors participated in the placement and debt settlement under MI 61‑101 exemptions.

Key Details

• Upsized Private Placement: Target size increased to up to $2.5 M (shares or pre‑financed warrants) at C$0.07 per security.
• Closing of Final Tranche: Expected on Jan 16 2026.
• Initial Tranche Closing: Gross proceeds $1,500,000.06; included settlement of $350,000 officer/debentureholder debt.
• Securities Issued (Initial Tranche): 9,355,808 common shares and 12,515,619 pre‑financed warrants at C$0.07 each.
• Use of Proceeds: Finance earn‑in commitments on Ivory Coast projects and general working capital.
• Debenture Issuance (Jan 6 2026): US $100,000 debenture to an arm’s‑length third party.
• Related‑Party Participation:
• Director Carl Esprey acquired 5,102,857 pre‑financed warrants; Director Chris O’Connor acquired 800,000 pre‑financed warrants.
• Both directors also participated in the $350 k debt settlement.
• Regulatory Compliance: Transactions rely on MI 61‑101 exemption (Financial Hardship) pending minority shareholder approval; warrants non‑exercisable until such approval.
• Lock‑up Period: All securities from the initial tranche are subject to a four‑month‑and‑one‑day hold period per CSE policies and applicable securities laws.

Notable Quotes

(No direct quotes were provided in the release.)