13:56:55 EDT Tue 16 Sep 2025
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Maple Gold Mines Ltd
Symbol MGM
Shares Issued 457,198,465
Close 2025-08-20 C$ 0.083
Market Cap C$ 37,947,473
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Maple Gold arranges $5M placement, adds two directors

2025-08-20 17:36 ET - News Release

Mr. Kiran Patankar reports

MAPLE GOLD ANNOUNCES $5 MILLION NON-BROKERED PRIVATE PLACEMENT LED BY STRATEGIC INVESTOR MICHAEL GENTILE AND PROVIDES CORPORATE UPDATE

Maple Gold Mines Ltd. intends to raise aggregate gross proceeds of approximately $5-million pursuant to a non-brokered private placement with a lead order from strategic investor Michael Gentile. In addition, pursuant to an investor rights agreement between the company and Agnico Eagle Mines Ltd., Agnico Eagle has indicated that it intends to participate in the offering to maintain its pro rata ownership interest in the company.

Maple Gold is also pleased to announce the appointments of Marc Legault and Chris Adams to the board of directors effective Aug. 31, 2025. Mr. Legault brings over 40 years of gold and base metals industry experience including 34 years in exploration, operations and senior management at Agnico Eagle until retiring in 2022. Mr. Adams brings over 30 years of mining finance experience and previously served as the head of Macquarie Group Ltd.'s mining finance business in the Americas. Michelle Roth will retire as chairperson and director and Maurice Tagami will step down as director effective Aug. 31, 2025. The company thanks them for their service and wishes them well in the future.

In addition, Maple Gold announces its intention to complete the consolidation of the common shares of the company on a one-for-10 basis with an expected effective date of Sept. 8, 2025.

Strategic financing

The company contemplates that the offering will result in the following:

  • Prominent Quebec-based junior mining investor Michael Gentile will become a 9.9-per-cent shareholder on a partially diluted basis and will join the company as a strategic adviser.
  • Agnico Eagle has indicated that it intends to participate in the offering to maintain its pro rata ownership interest in the company at 16.3 per cent on a partially diluted basis.
  • The offering will strengthen Maple Gold's balance sheet with a $5-million financing consisting of $3.5-million of charity flow-through units and $1.5-million of non-flow-through units.
  • Proceeds of the offering will be used to support a planned 10,000-metre fall 2025 drill program at the company's flagship Douay gold project and Joutel gold project, which is expected to inform an updated mineral resource estimate planned for H1 (the first half) 2026.
  • Certain investors, including Mr. Gentile, have verbally agreed to enter into 12-month lockup agreements to ensure long-term alignment.

"We are pleased to have the support of Michael Gentile and the continued support of Agnico Eagle," stated Kiran Patankar, president and chief executive officer of Maple Gold. "Michael is one of the most respected strategic investors in the junior mining sector, with a strong track record of value creation in Quebec. The offering allows us to build on our recent exploration success at Douay, particularly the high-grade extensions of the Nika and 531 zones, and to complete a maiden drill program at Joutel, while planning for an updated mineral resource estimate in H1 2026."

Mr. Gentile added: "I have followed the progress of Maple Gold in recent years and believe it is trading at a fraction of its potential economic value. Douay/Joutel shows clear potential for further mineral resource growth and is a strategic asset at a time when multimillion-ounce gold projects in Tier 1 jurisdictions are increasingly sought after. I look forward to working with Kiran and the Maple Gold team as a strategic adviser and shareholder to daylight and further enhance the value I see at Douay/Joutel."

The offering will consist of, on a postconsolidation basis: (i) the issuance of up to 4,117,647 charity flow-through units of the company (each, an FT unit) at a price of 85 cents per FT unit for gross proceeds of $3.5-million; and (ii) the issuance of up to 2.5 million non-flow-through units of the company (each, an NFT unit) at a price of 60 cents per NFT unit for gross proceeds of $1.5-million.

On a postconsolidation basis, each FT unit will consist of one share issued on a flow-through basis and one share purchase warrant issued on a non-flow-through basis and each NFT unit will consist of one share and one warrant. Each warrant will entitle the holder to purchase, for a period of 36 months from the date of issue, one additional postconsolidation share (as defined below) at an exercise price of 85 cents per postconsolidation share. The expiry date of the warrants will be subject to acceleration such that, should the closing price of the postconsolidation shares on any Canadian stock exchange equal or exceed $2.50 for 20 consecutive trading days, the company, within 15 business days of such event, shall be entitled to accelerate the expiry date of the warrants to a date that is 30 calendar days from the date that notice of such acceleration is given via news release, with the new expiry date specified in such news release.

The gross proceeds from the sale of the FT units will be used by the company to incur Canadian exploration expenses within the meaning of the Income Tax Act (Canada) and the Taxation Act (Quebec), on its properties in the province of Quebec on or before Dec. 31, 2026. The net proceeds from the sale of the NFT units will be used for working capital and general corporate purposes.

The offering is expected to close on or about Sept. 8, 2025, or such other date as the company may determine and is subject to certain conditions including, but not limited to, the completion of formal documentation and receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued under the offering are subject to a hold period of four months and one day from the closing date of the offering, in accordance with the rules and policies of the TSX-V and applicable Canadian securities laws. Certain investors have verbally agreed to enter into lockup agreements for a 12-month hold period from the closing date of the offering. In connection with the offering, the company may pay cash finders' fees to eligible arm's-length parties. The offering remains subject to the final acceptance of the TSX-V.

Board changes

Maple Gold is pleased to announce the appointments of Mr. Legault and Mr. Adams to its board of directors effective Aug. 31, 2025, coinciding with the retirement of Michelle Roth as chairperson and director and the resignation of Maurice Tagami as director effective the same date.

Marc Legault -- incoming director

Mr. Legault is a geologist and was also a licensed professional engineer with over 40 years of gold and base metals industry experience including 34 years working with Agnico Eagle, where he held various exploration, operations and senior management positions until retiring in 2022 as a senior vice-president. His prior exploration experience in the Casa Berardi gold belt, including at the Eagle gold mine (a key part of the historical Joutel mining complex) and at the Vezza deposit (just east of Douay), will be instrumental for Maple Gold as it advances Douay/Joutel. Mr. Legault holds a BSc in geological engineering from Queen's University and an MSc in geology from Carleton University.

Chris Adams -- incoming director and audit committee chair

Mr. Adams has over 30 years of mining finance experience and particular mining knowledge in the Americas. With Macquarie Group Ltd., he led teams to evaluate and execute on equity investments and loans to mining development projects around the world, and marketed commodity derivatives. Prior to Macquarie, Mr. Adams worked in mining investment banking in Canada and Australia for both Macquarie and CIBC. He holds a Bcom degree from McGill University, an MBA from Massachusetts Institute of Technology and the CFA designation.

"We are thrilled to welcome these two mining industry veterans to the board," commented Kiran Patankar, president and chief executive officer of Maple Gold. "Marc's deep exploration, project development and operational experience with Agnico Eagle and his familiarity with our key Quebec assets, combined with Chris's extensive mining finance and capital markets expertise, will continue to enhance our board capabilities and profile. Their perspectives will be invaluable as we aggressively advance Douay/Joutel and chart the next phase of growth for the company."

Share consolidation

Maple Gold provides notice that its board of directors has resolved to complete a 1-for-10 consolidation of its shares. The company has filed for approval of the consolidation with the TSX-V and expects to complete the consolidation on or about Sept. 8, 2025. Improved investor sentiment in precious metals exploration capital markets has prompted the company to take this initiative for the benefit of its shareholders and to better attract new institutional and high-net-worth investors.

As of Aug. 20, 2025, there are a total of 457,198,465 shares issued and outstanding. Upon the completion of the consolidation, these preconsolidation shares will be consolidated to approximately 45.7 million postconsolidation shares, excluding up to an additional 6.6 million postconsolidation shares issuable on closing of the offering. No fractional postconsolidation shares will be issued as a result of the consolidation and any fractional share interest will be rounded down to the nearest whole postconsolidation share. No cash consideration will be paid in respect of fractional shares. The postconsolidation shares are expected to commence trading on the TSX-V on or around Sept. 8, 2025. The consolidation has been approved by the board of directors pursuant to a resolution passed on Aug. 12, 2025, and is subject to TSX-V approval.

In addition, the company currently has 19,808,332 stock options, 25,369,639 warrants, 2,075,000 deferred share units (DSUs) and 3,725,005 restricted share units (RSUs) outstanding. These securities will also be consolidated on a 1-for-10 basis as part of the consolidation. This will result in approximately 2.0 million postconsolidation stock options, 2.5 million postconsolidation warrants (not including the up to 6.6 million postconsolidation warrants issuable on closing of the offering), 200,000 postconsolidation DSUs and 400,000 postconsolidation RSUs. The exercise or conversion price and the number of shares issuable under any of the company's outstanding warrants and equity grants will be proportionately adjusted to reflect the consolidation in accordance with their respective terms.

There will be no name or symbol change in conjunction with the consolidation.

Qualified person

Ian Cunningham-Dunlop, PEng (PEO/EGBC/OGQ), vice-president, technical services of Maple Gold, has reviewed and approved the scientific and technical information related to exploration and mineral resource matters contained in this news release. Mr. Cunningham-Dunlop is a qualified person as defined by Canadian National Instrument 43-101 -- Standards of Disclosure for Mineral Projects.

About the Douay/Joutel gld project

The Douay/Joutel gold project is located adjacent to Highway 109 in the heart of Quebec's Abitibi greenstone belt, one of Canada's premier gold mining districts. This large, 100-per-cent-owned land package includes the company's flagship Douay gold project, which hosts an established mineral resource1 containing 511,000 ounces of gold (indicated) and 2.53 million ounces of gold (inferred), as well as the past-producing, high-grade Joutel mine complex. Douay/Joutel contains approximately 481 square kilometres of highly prospective geology within the influence of the major gold-bearing Casa Berardi deformation zone. Gold mines in the immediate region include the Casa Berardi gold mine operated by Hecla Mining Company and the Detour Lake gold mine operated by Agnico Eagle.

About Maple Gold Mines Ltd.

Maple Gold Mines is a Canadian advanced exploration company focused on advancing its 100-per-cent-owned, district-scale Douay/Joutel gold project located in Quebec's prolific Abitibi greenstone gold belt. Douay/Joutel benefits from exceptional infrastructure access and boasts approximately 481 square km of highly prospective ground including an established gold mineral resource at Douay with significant expansion potential as well as the past-producing Telbel and Eagle West mines at Joutel. In addition, the company holds an exclusive option to acquire 100 per cent of the Eagle mine property, a key part of the historical Joutel mining complex.

Maple Gold's property package also hosts a significant number of regional exploration targets along a 55-kilometre strike length of the Casa Berardi deformation zone that have yet to be tested through drilling, making the property ripe for new gold and VMS (volcanogenic massive sulphide) discoveries. The company is currently focused on carrying out exploration and drill programs to grow mineral resources and make new discoveries to establish an exciting new gold district in the heart of the Abitibi.

We seek Safe Harbor.

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