Centenario Announces Closing of $1.2 Million Initial Tranche of Unit Financing

Executive Summary

• Centenario Gold Corp. closed the first tranche of its $1.5 M non‑brokered private placement, raising $1,189,500 from the issuance of 11,895,000 units at $0.10 per unit.
• Units comprised one common share and one‑half non‑transferable warrant (exercisable at $0.15 for 24 months). Finder’s fees of $72,800 were paid in cash and additional broker warrants were issued.
• Net proceeds are earmarked for general working capital, exploration of the newly acquired Los Reyes copper‑gold project in Chihuahua, Mexico, and potential new resource projects; a second tranche will be closed pending TSXV approval of the Cabot Project option.

Key Details

• Offering Size: $1,500,000 (total announced); First Tranche Gross Proceeds: $1,189,500.
• Units Issued: 11,895,000 units at $0.10 each.
• Unit Composition: 1 common share + ½ non‑transferable warrant (exercise price $0.15, 24‑month term).
• Finder’s Fees Paid: $72,800 cash; broker warrants issued as follows:
• Canaccord Genuity – $20,000 cash + 200,000 broker warrants
• Ventum Financial – $12,000 cash + 120,000 broker warrants
• Research Capital – $4,000 cash + 40,000 broker warrants
• Haywood Securities – $1,200 cash + 12,000 broker warrants
• Broker Warrants: Exercisable at $0.15 or $0.10 per share for 24 months from closing.
• Use of Proceeds: General working capital; exploration and evaluation of Los Reyes copper‑gold project; other potential resource acquisitions.
• Cabot Project Funding Restriction: No proceeds from this tranche will be applied to the Cabot acquisition until TSXV approval is received.
• Second Tranche: Planned after TSXV approval of Cabot option; intended for Cabot Project option, working capital, and additional acquisitions.
• Option Agreement Amendment (Cabot): Limits issuance of Option Shares so that PNL Ventures Limited or its affiliates cannot exceed 9.99% ownership without filing required TSXV forms (Form 2A/2C1).
• Regulatory Notes: Securities not registered under U.S. securities laws; offering subject to TSXV hold period (four months + one day) and final TSXV approval.

Notable Quotes

“The closing of the first tranche provides us with essential capital to advance our Los Reyes project and explore new opportunities, while we continue to work toward TSXV approval for the Cabot option.” – Douglas Fulcher, President & CEO

All forward‑looking statements are subject to risks and uncertainties detailed in the release.