15:35:04 EST Fri 07 Nov 2025
Enter Symbol
or Name
USA
CA



Minnova Corp
Symbol MCI
Shares Issued 98,825,175
Close 2025-11-05 C$ 0.175
Market Cap C$ 17,294,406
Recent Sedar Documents

Minnova arranges $5-million private placement

2025-11-05 16:59 ET - News Release

Mr. Gorden Glenn reports

MINNOVA CORP. ANNOUNCES BROKERED LIFE OFFERING FOR GROSS PROCEEDS OF UP TO C$5 MILLION

Minnova Corp. has entered into an agreement with Red Cloud Securities Inc. to act as sole agent and bookrunner in connection with a best-effort private placement for aggregate gross proceeds of up to $5-million from the sale of any combination of the following:

  • Units of the company at a price of 20 cents per unit, subject to the minimum sale of 10 million units for minimum gross proceeds of $2-million from the sale of units;
  • Flow-through units of the company at a price of 23 cents per flow-through unit;
  • Flow-through units of the company to be sold to charitable purchasers at a price of 32 cents per charity flow-through unit.

Each unit will consist of one common share of the company and one common share purchase warrant. Each flow-through unit and charity flow-through unit will consist of one common share of the company to be issued as a flow-through share within the meaning of Subsection 66(15) of the Income Tax Act (Canada) and one warrant. Each warrant shall entitle the holder to purchase one common share of the company at a price of 30 cents at any time on or before that date which is 36 months after the closing date (as herein defined).

The company has granted Red Cloud an option, exercisable in full or in part up to 48 hours prior to the closing of the marketed offering, to sell up to an additional $1-million in any combination of units, flow-through units and charity flow-through units at their respective offering prices. The marketed offering and the securities issuable upon exercise of the agent's option shall be collectively referred to as the offering.

The company intends to use the net proceeds from the offering for the exploration and advancement of the company's PL gold mine project, located in Manitoba, as well as for working capital and general corporate purposes, as is more fully described in the offering document (as herein defined).

The gross proceeds from the sale of flow-through shares will be used by the company to incur eligible Canadian exploration expenses that qualify as flow-through mining expenditures as both terms are defined in the Income Tax Act (Canada) related to the company's PL gold mine project on or before Dec. 31, 2026. All qualifying expenditures will be renounced in favour of the subscribers of the flow-through units and charity flow-through units effective Dec. 31, 2025.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106, Prospectus Exemptions, the units and charity flow-through units will be offered for sale to purchasers resident in the provinces of Alberta, British Columbia, Manitoba, Ontario and Saskatchewan pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935, Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The securities issuable from the sale of the LIFE securities are expected to be immediately freely tradable in accordance with applicable Canadian securities legislation for LIFE securities sold to purchasers resident in Canada. The units may also be sold in offshore jurisdictions and in the United States on a private placement basis pursuant to one or more exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended.

The flow-through units will be offered by way of the accredited investor and minimum amount investment exemptions under NI 45-106, Prospectus Exemptions, in the Canadian selling jurisdictions. All securities not issued pursuant to the listed issuer financing exemption will be subject to a hold period in Canada ending on the date that is four months plus one day following the closing date as defined in Subsection 2.5(2) of Multilateral Instrument 45-102, Resale of Securities.

There is an offering document related to the offering that can be accessed under the company's profile on SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.

The offering is scheduled to close on Nov. 25, 2025, or such other date as the company and Red Cloud may agree. Completion of the offering is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange.

About Minnova Corp.

Minnova is focused on the restart of its PL gold mine, which included completion of a positive feasibility study in 2018, based on a gold price of $1,250 (U.S.) per ounce. The study concluded that the restart of the PL mine, at an average annual production rate of 46,493 ounces over a minimum five-year mine life, was economically robust. Importantly, the global resource remains open to expansion, as does the reserve. The PL gold mine benefits from a short preproduction timeline forecast at 15 months, a valid underground mining permit (Environment Act 1207E) and a 1,000-tonne-per-day processing plant. The project is fully road accessible and close to existing mining infrastructure in the prolific Flin Flon greenstone belt of central Manitoba.

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