Canagold closes $9.22-million offering

The company announced the closing of a $9.22 million (CAD) private placement financing on February 13, 2026. The offering consisted of two tranches: - 9,396,570 common shares at $0.45 per share for gross proceeds of $4,228,456.50. - 10,000,000 flow-through common shares at $0.50 per share for gross proceeds of $5,000,000. Proceeds are allocated for working capital, administrative expenses, project development expenses (common share portion), and Canadian exploration expenses at the New Polaris project (flow-through portion). The financing includes participation from insider Sun Valley Investments AG. The TSX has granted conditional approval, with final approval pending. The shares are subject to a four-month hold period expiring June 14, 2026.

The financing is materially positive as it addresses the company's near-term capital needs without resorting to debt. The gross proceeds of $9.22 million significantly bolster a cash position that stood at $2.25 million as of September 30, 2025. The funds are earmarked for advancing the flagship New Polaris project through permitting and exploration, directly supporting value-creating activities. The pricing at $0.45 and $0.50 per share represents a modest discount (approximately 12-18%) to the closing price of $0.51 on the announcement date, which is reasonable for a private placement. The participation of major strategic investor Sun Valley Investments AG (already a 48.25% holder) signals continued confidence. The dilution is approximately 10%, based on 193.97 million shares outstanding pre-financing, which is acceptable given the capital injection. This transaction reduces near-term financing risk and keeps the project on track.

Canagold Resources Ltd. is a Canadian mineral exploration and development company focused on its 100%-owned New Polaris gold-antimony project in northwestern British Columbia. The project is a high-grade underground deposit with historical production (245,000 oz gold from 1938-1951). A July 2025 Feasibility Study outlined robust economics: at a $2,500/oz gold price, after-tax NPV(5%) of $425 million CAD, IRR of 30.9%, and 2.4-year payback. The project also hosts a significant critical mineral antimony resource (5,630 tonnes Indicated) with excellent metallurgical recovery, offering potential upside revenue. The company is currently advancing the project through the provincial environmental assessment permitting process in collaboration with the Taku River Tlingit First Nation.