Mr. Noah Komavli reports
ASHLEY GOLD CORP. LAUNCHES $530,000 FLOW-THROUGH AND NON-FLOW-THROUGH FINANCING FOR PERMITTED WINTER DRILL PROGRAM
Ashley Gold Corp. has launched a financing for gross proceeds of $530,000.
The offering will consist of non-flow-through (NFT) units and flow-through (FT) units, with pricing and breakdown as follows:
- Two million NFT
units, each unit consisting of a 7.5-cent common share, with one-half of one common share purchase warrant. Each whole common share purchase warrant is exercisable at 12 cents for a period of two years from closing;
- Four million FT
units, each unit consisting of a 9.5-cent flow-through share, with one-half of one common share purchase warrant. Each whole common share purchase warrant is exercisable at 15 cents for a period of two years from closing;
- Management is expected to participate.
Hard-dollar gross proceeds are expected to be used for corporate G&A (general and administrative) costs, as well as exploration costs. Flow-through funds are expected to be used for eligible exploration expenses, including drilling at the company's permitted projects, and will be renounced by the company on Dec. 31, 2025.
President Noah Komavli on the raise:
"With the gold market experiencing significant tailwinds, we have launched this modest equity raise to follow up on our recently announced assays with diamond drilling.
"A priority target for the winter program will be the Alto-Gardnar once permits are received. Burnthut and Howie are also permitted for diamond drilling, and plans are under way to orient pads. Based on access, the Howie project may be drilled in the summer, as road access is considered excellent.
"The historic core assays from Howie have shown us that there is shallow, broad mineralization along a west-east trend, south of the Twilight zone showing and strongly correlated to a carbonate breccia system.
"At Burnthut, stacked alteration near the surface, on the edge of a VLF anomaly returned low-grade gold. The southwest area of this project has seen historic higher-grade gold in similar structures and has not been followed up on.
"Finally, at Alto-Gardnar, our recent channel sampling has uncovered high-grade, coarse gold (130 grams per tonne gold (g/t) (Au) over 1.0 metre (m)). Stepping back and testing this at depth will be a priority.
"We estimate 1,500 m to 2,000 m of drilling, split between high-priority targets, on our permitted projects.
"Our exploration team will complete a drill plan and place a request for proposal out to several contractors, with the aim of signing and placing a deposit for program execution on completion of the raise."
Financing terms and use of proceeds
The company announces a non-brokered private placement financing for aggregate proceeds of up to $530,000 to advance exploration on Ashley's Ontario and British Columbia gold properties, as well as for general working capital.
The offering consists of a non-flow-through (NFT) units at a price of 7.5 cents. Each unit comprises one common share and one-half of one common share purchase warrant. Each whole common share purchase warrant is exercisable for one common share, at an exercise price of 12 cents for a term of 24 months after the closing.
The offering also consists of flow-through (FT) units at a price of 9.5 cents. Each unit comprises one flow-through share and one-half of one common share purchase warrant. Each whole common share purchase warrant is exercisable for one common share, at an exercise price of 15 cents for a term of 24 months after the closing.
In connection with the issue and sale of the units under the offering, the company may pay finders' fees and finders' warrants to eligible finders at the discretion of the board of directors.
The existing shareholder exemption and investment dealer exemption
The offering will be made available to existing shareholders of the company, who, as of the close of business on Nov. 13, 2025, held common shares of the company (and who continue to hold such common shares as of the closing date), pursuant to the prospectus exemption set out in B.C. Instrument 45-534, Exemption From Prospectus Requirement for Certain Trades to Existing Security Holders, and in similar instruments in other jurisdictions in Canada. The existing shareholder exemption limits a shareholder to a maximum investment of $15,000 in a 12-month period unless the shareholder has obtained advice regarding the suitability of the investment and, if the shareholder is resident in a jurisdiction of Canada, that advice has been obtained from a person that is registered as an investment dealer in the jurisdiction. If the company receives subscriptions from investors relying on the existing shareholder exemption exceeding the maximum amount of the financing, the company intends to adjust the subscriptions received on a pro rata basis.
The company has also made the offering available to certain subscribers pursuant to B.C. Instrument 45-536, Exemption Form Prospectus Requirement for Certain Distributions Through an Investment Dealer. In accordance with the requirements of the investment dealer exemption, the company confirms that there is no material fact or material change about the company that has not been generally disclosed.
The offering is subject to all necessary regulatory approvals, including acceptance from the Canadian Securities Exchange. All securities issued in connection with the offering will be subject to a four-month hold period from the closing date under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.
National Instrument 43-101 disclosure
The technical information in this news release was prepared and reviewed by Darcy Christian, chief executive officer, PGeo, a qualified person as defined in National Instrument 43-101. Mr. Christian is registered as a professional geoscientist with Engineers Geoscientists of Alberta. Mr. Christian is non-independent of Ashley.
Some results discussed in this document are historical. Neither Ashley nor the qualified person has performed sufficient work or data verification of the historical data. Although the historical results may not be reliable, the company nevertheless believes that they provide an indication of the project's potential and are relevant for any future exploration program.
About Ashley Gold Corp.
Ashley is a Canadian mineral exploration company focused on acquiring and developing highly prospective gold and polymetallic deposits in Canada's top mining regions. The company's flagship assets are in the Dryden area in Ontario, with a 100-per-cent ownership in Burnthut, Howie, Alto-Gardnar and Santa-Maria claims, as well as in British Columbia, with the Icefield portfolio, having two highly prospective claim packages.
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