ESGold Announces Brokered LIFE Offering for Gross Proceeds of up to C$7 Million

Executive Summary

• ESGold Corp. entered into an agreement with Red Cloud Securities Inc. to act as sole agent and bookrunner for a best‑efforts private placement of up to 10,295,000 units at C$0.68 per unit, targeting gross proceeds of up to C$7,000,600.
• The offering includes an Agent’s Option to sell an additional 1,471,000 units for up to C$1,000,280, potentially raising total gross proceeds to C$8,000,880.
• Net proceeds are earmarked for advancing the Montauban Gold‑Silver Project in Québec and for general working capital and corporate purposes.

Key Details

• Units Structure: Each unit = 1 common share + ½ of a common‑share purchase warrant (full warrant gives right to buy one common share at C$1.00).
• Offering Price: C$0.68 per unit.
• Maximum Units Offered: 10,295,000 units (gross proceeds C$7,000,600).
• Agent’s Option: Up to 1,471,000 additional units at the same price, adding up to C$1,000,280 in gross proceeds.
• Warrant Terms: Warrants exercisable at any time on or before 36 months after the closing date at a price of C$1.00 per share.
• Use of Proceeds: Primarily to fund the Montauban Project development; remainder for working capital and other corporate purposes.
• Closing Date: Anticipated March 10, 2026 (or earlier/later by mutual agreement).
• Regulatory Framework: Offered under NI 45‑106 listed issuer financing exemption (Canadian provinces) and U.S. securities law exemptions where applicable.
• Agent: Red Cloud Securities Inc., acting as sole agent and bookrunner on a best‑efforts basis.

Notable Quotes

“The capital raised through this private placement will accelerate the development of our flagship Montauban Project, positioning ESGold for production in 2026 while providing flexibility for ongoing exploration and corporate initiatives,” – Gordon Robb, CEO & Director, ESGold Corp.