Mr. Ian Klassen reports
GMV MINERALS INC. CLOSES NON-BROKERED EQUITY FINANCING
GMV Minerals Inc. has closed its non-brokered private placement announced on Dec. 5, 2025, and Dec. 16, 2025, with the sale of 22,652,500 units of the company priced at 20 cents per unit for aggregate gross proceeds of $4,530,500. The offering was carried out pursuant to Part 5A of National Instrument 45-106 (Prospectus Exemptions) to purchasers resident in Canada, other than Quebec, and in jurisdictions outside of Canada in compliance with the applicable securities laws of those jurisdictions. There is an offering document related to this offering that can be accessed under GMV Minerals' profile at SEDAR+ and on the company's website. All investors participating in the closing subscribed for units under the listed issuer financing exemption, and the units issued pursuant to the LIFE are not subject to any statutory hold period in Canada.
Each unit consists of one common share in the capital of the company and one-half of a common share purchase warrant. Each full warrant entitles the holder thereof to acquire one additional common share at an exercise price of 35 cents per common share for a period of 30 months after closing. No insiders participated in the offering. The offering is subject to the final approval of the TSX Venture Exchange.
The company will pay an aggregate of $214,235 in cash and issue 1,071,175 non-transferable finder warrants as finders' fees in connection with this offering to Canaccord Genuity Corp., Red Cloud Securities Inc., Research Capital Corp., Haywood Securities Inc. and Ventum Financial Corp. Each finder warrant entitles the holder to acquire one common share of the company at 20 cents per share for 30 months from the date of closing. All finders' fees are subject to compliance with applicable securities legislation and TSX Venture Exchange policies, including the finder warrants being subject to a statutory hold period expiring four months and one day from the date of closing.
GMV Minerals intends to use the net proceeds of the offering for furthering the exploration and development of its Mexican Hat gold project in southeastern Arizona as well as general working capital purposes.
About GMV Minerals Inc.
GMV Minerals is a publicly traded exploration company focused on developing precious metal assets in Arizona. GMV, through its 100-per-cent-owned subsidiary, has a 100-per-cent interest in a mining property lease commonly referred to as the Mexican Hat property, located in Cochise county, Arizona, United States. The project was initially explored by Placer Dome (U.S.) in the late 1980s to early 1990s. GMV is focused on developing the asset and realizing the full mineral potential of the property through near-term gold production. The company's National Instrument 43-101 mineral resource estimate (inferred) is 36,733,000 tonnes grading 0.58 gram per tonne gold at a 0.2-gram-per-tonne cut-off, containing 688,000 ounces of gold, with an effective date of July 17, 2024. GMV has completed a preliminary economic assessment and recently updated the cash flow analysis to reflect the change in gold price and inflation. Additional information on the Mexican Hat project is available in the technical report titled "Updated Preliminary Economic Assessment, Mexican Hat Project" with an effective date of Aug. 8, 2025, which is available under Grande Portage's SEDAR+ profile.
Dr. D.R. Webb, PhD, PGeo, PEng, is the qualified person for this release within the meaning of National Instrument 43-101, has reviewed the technical content of this release and has approved its content.
We seek Safe Harbor.
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