Prospect Ridge Announces Closing of Flow-Through Unit Private Placement

Executive Summary

• Prospect Ridge Resources Corp. closed a non‑brokered flow‑through private placement, issuing 8,894,444 units for gross proceeds of $800,500.
• Each unit consists of one flow‑through common share and half of a warrant (full warrant exercisable at $0.15 per share for two years, with accelerated expiry provisions).
• Proceeds are earmarked for eligible Canadian exploration expenses on the Company’s 2026 drill programs at its Excalibur, Castle and Camelot projects in British Columbia.

Key Details

• Units Issued: 8,894,444 flow‑through units
• Gross Proceeds: $800,500
• Unit Composition: 1 flow‑through common share + ½ warrant (full warrant purchasable at $0.15)
• Warrant Terms: Exercisable for two years post‑closing; accelerated expiry if CSE price ≥ $0.25 for ten consecutive trading days.
• Finder Fees Paid: $53,200 in cash plus 591,111 finder warrants (same terms as primary warrants).
• Statutory Hold Period: Expiring on April 30 2026.
• Insider Participation: Insiders purchased 240,000 units ($21,600), representing ~2.70% of the placement and ~0.23% of outstanding common shares; combined with warrant‑derived shares, insiders would hold ~0.34% post‑closing.
• Related Party Transaction: Exempted under MI 61‑101 provisions; no minority shareholder approval required as valuation thresholds not met.
• Use of Proceeds: To fund eligible “Canadian exploration expenses” qualifying as flow‑through critical mineral mining expenditures, allocated to 2026 drilling at Excalibur, Castle and Camelot projects.
• Closing Conditions: Subject to receipt of all necessary approvals, including acceptance by the Canadian Securities Exchange.
• U.S. Offering Restrictions: Securities not registered under U.S. securities laws; cannot be offered or sold in the United States absent exemption.

Notable Quotes

(No direct quotes were provided in the release.)