Mr. Brian Kerzner reports
INDICO CLARIFIES PRIVATE PLACEMENT DISCLOSURE
Indico Resources Ltd. is clarifying certain
information included in its news release dated Nov. 24, 2025, pursuant to which the company announced
a non-brokered private placement of up to 952,381 units of the company at a price of 21 cents per unit
for gross proceeds of up to $200,000.
The company wishes to clarify that the private placement will now be structured as an offering of common shares
in the capital of the company instead of units. The private placement will consist of up to 952,381
shares at a price of 21 cents per share for gross proceeds of up to $200,000.
All shares issued in connection with the private placement are subject to a statutory hold period of four months
plus a day from the date of issuance in accordance with applicable securities legislation.
Proceeds from the private placement will be used to settle outstanding accounts payable, including for audit,
accounting, legal, regulatory and transfer agent fees, and for general working capital. The company does not
expect to pay any finders' fees on the private placement.
Insiders of the company will participate in the private placement. Any such participation will be considered a
related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security
Holders in Special Transactions. The transaction is expected to be exempt from the formal valuation
and minority shareholder approval requirements of MI 61-101, as neither the fair market value of any securities
issued to such insiders nor the consideration that will be paid by such persons will exceed 25 per cent of the company's
market capitalization.
We seek Safe Harbor.
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