Kingfisher Announces Closing of C$30 Million Bought Deal Offering

Executive Summary

• Kingfisher Metals Corp. closed a bought‑deal private placement raising C$30.0 million in gross proceeds.
• The offering consisted of 5.3 M non‑critical charity flow‑through (NCCFT) shares at C$0.94, 14.5 M critical charity flow‑through (CCFT) shares at C$1.04, and 15.3 M hard‑dollar (HD) common shares at C$0.65.
• Proceeds from NCCFT and CCFT shares are earmarked for qualifying Canadian exploration expenditures; HD proceeds will fund property exploration and general corporate purposes.

Key Details

• Total Gross Proceeds: C$30,007,000 (including underwriters’ option).
• Underwriter Syndicate: Lead underwriter/bookrunner BMO Nesbitt Burns Inc.; participants Agentis Capital Markets, Haywood Securities Inc., Raymond James Ltd., Velocity Trade Capital Ltd.
• Underwriter Cash Fee: C$1,449,030.10 paid to the underwriting syndicate.
• Share Issuances:
• 5,300,000 NCCFT shares @ C$0.94 per share.
• 14,500,000 CCFT shares @ C$1.04 per share.
• 15,300,000 HD shares @ C$0.65 per share.
• Flow‑Through Status: All NCCFT and CCFT shares qualify as flow‑through shares under the Canadian Income Tax Act; CCFT shares also qualify as critical mineral mining expenditures.
• Use of Proceeds:
• NCCFT & CCFT proceeds → Qualifying Expenditures (Canadian exploration expenses, BC flow‑through mining expenditures) to be incurred by Dec 31 2027.
• HD proceeds → Exploration of Company’s properties and general corporate purposes.
• Hold Period: All offered shares subject to a four‑month‑plus‑one‑day hold period under Canadian securities laws.
• Closing Condition: Subject to final approval by the TSX Venture Exchange (TSXV).
• Related‑Party Transaction: A director subscribed for 100,000 HD shares for gross proceeds of $65,000; transaction exempt from valuation and minority‑approval requirements under MI 61‑101.
• U.S. Offering Restrictions: Shares not registered in the United States and may not be offered or sold to U.S. persons absent exemption.

Notable Quotes

(No executive quotes were included in the release.)