Mr. Keith Boyle reports
NEW FOUND GOLD ANNOUNCES $205M FINANCE PACKAGE
New Found Gold Corp. has arranged a finance package consisting of (i) a $100-million bought deal equity financing with lead orders from EdgePoint Investment Group Inc. and cornerstone investor Eric Sprott and (ii) a $105-million senior secured credit facility with EdgePoint, for total gross proceeds of $205-million.
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$100-million bought deal financing with lead orders from EdgePoint and cornerstone investor Eric Sprott;
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$105-million senior secured credit facility with EdgePoint;
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The base shelf prospectus is accessible, and the prospectus supplement will be accessible, within two business
days, through SEDAR+.
"We are pleased to announce this comprehensive finance package, consisting of an at-market equity bought deal financing and a senior secured credit facility at superior terms to those previously contemplated. With today's announcement, we have secured funding for the initial capital expenditures required to bring our flagship Queensway gold project -- phase I into production, in line with our development schedule. The participation of EdgePoint as the underwriter of the credit facility, as well as co-lead on the equity component of this finance package, is a testament to the quality of the Queensway asset and the company's ability to deliver on its mandate of getting to cash flow. We thank our long-time cornerstone investor Eric Sprott and our newest shareholder, EdgePoint, along with existing and other new shareholders, for their participation in the equity portion of this finance package," commented Keith Boyle, chief executive officer of New Found Gold.
"We are excited to partner with the New Found Gold team in the development of Queensway. This opportunity aligns with our strategy of investing in assets that demonstrate compelling economics in attractive mining jurisdictions," CIO of EdgePoint, Frank Mullen, commented. "Queensway is uniquely positioned for near-term cash flow via a rapid path to production with excellent exploration upside potential which should translate into attractive project economics."
The company will not be proceeding with the secured loan facility and warrants issuance contemplated in the non-binding term sheet with Nebari Natural Resources Credit Fund II LP (see the New Found Gold press release dated March 5, 2026).
Bought deal financing
The company has entered into an agreement with BMO Capital Markets and SCP Resource Finance LP, on behalf of themselves and a syndicate of underwriters, co-led by BMO Capital Markets and SCP Resource Finance LP, under which the underwriters have agreed to buy, on a bought deal basis, 33.8 million common shares of the company at a price of $2.96 per common share for aggregate gross proceeds of approximately $100-million. The company has granted the underwriters an overallotment option, exercisable at the offering price up to 30 days following the closing of the offering, to purchase up to an additional 15 per cent of the common shares issued in connection with the offering, to cover overallotments, if any.
The net proceeds from the offering will be used by the company to advance its 100-per-cent-owned Queensway gold project and for general corporate and working capital purposes.
The common shares will be offered in all of the provinces and territories of Canada, excluding Quebec and Nunavut, by way of a prospectus supplement to the company's short form base shelf prospectus dated May 23, 2025. The common shares will also be offered by way of a U.S. prospectus supplement to the company's base shelf prospectus forming part of the company's registration statement on Form F-10 in the United States. The offering is expected to close on or about April 27, 2026.
The closing of the offering is subject to the company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange and authorization of the NYSE American LLC.
Access to the prospectus supplement, the base shelf prospectus and any amendments thereto are provided in Canada in accordance with securities legislation relating to the procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment to such documents. The base shelf prospectus is, and the prospectus supplement will be within two business days from the date hereof, accessible through SEDAR+.
An electronic or paper copy of the prospectus supplement, the base shelf prospectus and the U.S. prospectus and any amendment to these documents, may be obtained, without charge, from BMO Nesbitt Burns Inc., Brampton Distribution Centre C/O The Data Group of Companies, 9195 Torbram Rd., Brampton, Ont., L6S 6H2, by telephone at 905-791-3151 extension 4312 or by e-mail at torbramwarehouse@datagroup.ca, and in the United States by contacting BMO Capital Markets Corp., attention: Equity Syndicate Department, 151 W 42nd St., 32nd floor, New York, N.Y., 10036, or by telephone at 800-414-3627 or by e-mail at bmoprospectus@bmo.com by providing BMO Capital Markets with an e-mail address or mailing address, as applicable.
The company has filed a registration statement (including a prospectus) with the Securities and Exchange Commission (the SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website. Alternatively, the company, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling 800-414-3627. Copies of the base shelf prospectus and prospectus supplement, when available, can be found under the company's profile on SEDAR+, and a copy of the registration statement and U.S. prospectus can be found on EDGAR.
Credit facility
The company has entered into a credit agreement with EdgePoint providing for a senior secured credit facility of up to $105-million.
Pursuant to the credit facility, the funds will be advanced in two tranches: $70-million (Tranche 1) to be financed upon delivery of the security package and the satisfaction of certain other conditions precedent and an additional $35-million (Tranche 2) to be funded no later than 12 months after closing at the discretion of the company. Both tranches will be subject to an establishment fee of 1 per cent payable upon the advance of funds. Loans under the credit facility will bear interest at a fixed annual rate of 8.75 per cent payable quarterly in arrears and will have a term of three years. The funds to be advanced reflect principal amounts subject to an original issue discount of 2.00 per cent.
In connection with the credit facility and subject to the approval of the TSX Venture Exchange and the authorization of the NYSE American, the company will issue to EdgePoint non-transferable warrants for the purchase of common shares. Each warrant entitles the holder to purchase one common share. The warrants to be issued on the funding of Tranche 1 will have an aggregate value of $6-million (U.S.) and be exercisable for an aggregate of 2,489,818 common shares at an exercise price of $3.30 per common share. The warrants to be issued on the funding of Tranche 2 will have an aggregate value of $3-million (U.S.) and be exercisable for common shares at an exercise price equal to a 25-per-cent premium to the closing price of the common shares on the TSX-V immediately preceding the date of funding under Tranche 2. The warrants will be exercisable for a period of three years subject to customary adjustment provisions.
All direct and indirect subsidiaries of the company will guarantee the credit facility. The company and such guarantors will secure the credit facility with first-lien security interests over all of their present and after-acquired real and personal property.
The proceeds of the credit facility will be used for general corporate and working capital purposes of the company and its subsidiaries, including financing for the development of the Queensway gold project and the ramp-up of the Hammerdown gold project.
Advisers
Cutfield Freeman & Co. Ltd. (CF&Co), an independent global mining finance advisory firm, is acting as financial advisers to the company in relation to the credit facility and its overall project finance strategy (see the New Found Gold press release dated Nov. 28, 2025). Blake, Cassels & Graydon LLP is acting as legal counsel to the company. Miller Thomson LLP is acting as legal counsel to EdgePoint.
About New Found Gold
Corp.
New Found Gold is an emerging Canadian gold producer with assets in Newfoundland and Labrador, Canada. The company holds a 100-per-cent interest in Queensway and the Hammerdown gold project, which includes the Hammerdown deposit and Pine Cove milling and tailings facilities. The company is currently focused on advancing its flagship Queensway to production and bringing the Hammerdown deposit into commercial gold production.
In July, 2025, the company completed a PEA at Queensway (see New Found Gold press release dated July 21, 2025). Recent drilling continues to yield new discoveries along strike and down dip of known gold zones, pointing to the district-scale potential that covers a 110-plus-kilometre strike extent along two prospective fault zones at Queensway.
Throughout 2025, New Found Gold built a new board of directors and management team and has a solid shareholder base which includes cornerstone investor Eric Sprott. The company is focused on growth and value creation.
Qualified person
The scientific and technical information disclosed in this press release was reviewed and approved by Keith Boyle, PEng, chief executive officer, and a qualified person as defined under National Instrument 43-101. Mr. Boyle consents to the publication of this press release by New Found Gold. Mr. Boyle certifies that this press release fairly and accurately represents the scientific and technical information that forms the basis for this press release.
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