Mr. Robert Brown reports
FINLAY MINERALS ANNOUNCES CLOSING OF NON-BROKERED PRIVATE PLACEMENT OF FLOW-THROUGH AND NON-FLOW-THROUGH UNITS
Finlay Minerals Ltd. has closed its non-brokered private placement, previously announced on Oct. 6, 2025, consisting of the issuance of: (i) 10,633,999 flow-through units of the company at a price of 15 cents per flow-through unit; and (ii) 883,000 non-flow-through units of the company at a price of 13 cents per flow-through unit for aggregate gross proceeds to the company of $1,709,890.
Each flow-through unit comprises one common share of the company issued on a flow-through basis under the Income Tax Act (Canada) and one-half of one non-flow-through common share purchase warrant. Each warrant is exercisable by the holder thereof to acquire one non-flow-through common share of the company at an exercise price of 25 cents per non-flow-through share until Oct. 17, 2027.
Each non-flow-through unit comprises one non-flow-through share and one warrant with identical terms to the warrants underlying the flow-through units.
The company intends to use the gross proceeds of the private placement for exploration of the company's Say, JJB and Silver Hope properties and for general working capital purposes, as more particularly described in the offering document for the private placement. The company will use the gross proceeds from the issuance of flow-through shares to incur Canadian exploration expenses and qualify as flow-through critical mineral mining expenditures, as such terms are defined in the Income Tax Act (Canada).
The private placement was conducted pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106, Prospectus Exemptions, and in reliance on the Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The securities issued to purchasers in the private placement are not subject to a hold period under applicable Canadian securities laws. The private placement is subject to final approval of the TSX Venture Exchange.
The company paid aggregate cash finders' fees of $96,550.78 and issued 648,358 non-transferable finder warrants to arm's-length finders of the company, as compensation for identifying purchasers in the private placement. Each finder warrant entitles the holder thereof to purchase one non-flow-through share at an exercise price of 25 cents per non-flow-through share until Oct. 17, 2027. The finder warrants and the non-flow-through shares issued on exercise thereof are subject to a hold period expiring on Feb. 18, 2026, in accordance with applicable securities laws.
About Finlay Minerals Ltd.
Finlay is a TSX-V company focused on exploration for base and precious metal deposits through the advancement of its Atty, Pil, JJB, Say and Silver Hope properties; these properties host copper-gold porphyry and gold-silver epithermal targets within different porphyry districts of Northern and central British Columbia. All of the properties are located in areas of recent copper-gold porphyry discoveries.
Finlay trades under the symbol FYL on the TSX-V and under the symbol FYMNF on the OTCQB.
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