02:10:19 EDT Sat 12 Jul 2025
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or Name
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Kingman Minerals Ltd (2)
Symbol KGS
Shares Issued 12,602,550
Close 2025-07-08 C$ 0.09
Market Cap C$ 1,134,230
Recent Sedar Documents

Kingman extends AGM deadline, arranges $504K placement

2025-07-11 17:45 ET - News Release

Mr. Simon Studer reports

KINGMAN MINERALS LTD. ANNOUNCES AGM EXTENSION AND NON-BROKERED PRIVATE PLACEMENT

Further to TSX Venture Exchange review, Kingman Minerals Ltd. has received approval to extend the deadline to hold its annual general meeting (AGM) to no later than Oct. 21, 2025. The company also announces its intention to complete a non-brokered private placement of up to $504,000.

The financing

Subject to the approval of the TSX Venture Exchange, the company intends to complete the offering by issuing up to 7.2 million units at a price of seven cents per unit. Each unit will be comprise one common share in the capital of the company and one common share purchase warrant. Each warrant will entitle the holder thereof to purchase one additional common share of the company at an exercise price of nine cents per common share, for a period of 24 months from the date of closing of the offering.

The company may pay finders' fees equal to 6.0 per cent of the gross proceeds and issue finders' warrants equal to 6.0 per cent of the number of units sold. The finders' warrants will entitle the holder to purchase one common share of the company at an exercise price of nine cents for a period of 24 months.

The company will use the net proceeds of the offering for working capital and to advance preparation and permitting of an exploration plan at its flagship Mohave project, inclusive of the historic Rosebud mine in Arizona.

Closing of the offering is subject to all applicable regulatory approvals, including approval of the exchange. All securities issued under the offering will be subject to a statutory hold period of four months and one day in accordance with applicable securities laws.

It is anticipated that certain insiders of the company will acquire units. Such participation will each be considered a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). The company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of the private placement due to the fair market value of the related party participation being below 25 per cent of the company's market capitalization for purposes of MI 61-101.

Upcoming AGM

Under TSX Venture Exchange Policy 3.2, the company was required to hold its annual general meeting (AGM) by Aug. 21, 2025. To comply with this requirement while ensuring sufficient time for planning, the company submitted a formal request to the exchange to extend the deadline. The exchange reviewed and approved this request, granting an extension to Oct. 21, 2025.

This extension allows the company to complete the necessary corporate, regulatory and administrative preparations required to convene the AGM in compliance with applicable legislation and exchange policies. As part of this process, the company will establish and announce a formal record date, which defines the list of shareholders entitled to vote at the meeting. The company will also prepare and distribute the official notice of meeting in accordance with statutory timelines and disclosure requirements.

About Kingman Minerals Ltd.

Kingman Minerals is a publicly traded exploration and development company focused on precious metals in North America. The company's flagship project is the fully owned historic Rosebud mine, located in the Music Mountains, Mohave county, Arizona. High-grade gold and silver veins were discovered in the area in the 1880s and were mined mainly in the late 1920s and 1930s. Underground development on the Rosebud property included a 400-foot shaft and approximately 2,500 feet of drifts, raises and crosscuts. The company believes that to explore the full potential of the area, drilling, and sampling along strike and depth extensions of existing and additional vein structures is essential.

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