08:49:09 EST Fri 12 Dec 2025
Enter Symbol
or Name
USA
CA



Palisades Goldcorp Ltd
Symbol PALI
Shares Issued 64,467,636
Close 2025-12-10 C$ 1.82
Market Cap C$ 117,331,098
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Palisades Goldcorp issues 3.35 million to settle note

2025-12-10 20:36 ET - News Release

Mr. Collin Kettell reports

PALISADES ANNOUNCES THE SETTLEMENT OF CONVERTIBLE NOTE INTO COMMON SHARES

Further to Palisades Goldcorp Ltd.'s May 21, 2025, and Nov. 11, 2025, news releases, the company and Tungsten III LLC, a company owned or controlled by Michael Parker, have agreed to settle the amount owing pursuant to the secured convertible note in the principal amount of $4,161,600 into common shares of the company.

Pursuant to the settlement, the principal amount of the outstanding debt under the note will be settled through the issuance of 3,356,129 common shares of the company at the price of $1.24 per common share equal to the conversion price in the note (adjusted from $1.50 per share as a result of its return of capital transaction completed on Sept. 17, 2025, in accordance with the terms of the note). All additional amounts owing as accrued aggregate interest incurred pursuant to the note will be paid in cash. The settlement remains subject to the final approval of the TSX Venture Exchange. Following the settlement, the company has one remaining secured convertible note in the principal amount of $4,161,600, also convertible at $1.24 per common share, which matures on May 21, 2026, unless extended for an additional 12-month period pursuant to the terms of the second note.

Prior to the completion of the settlement, Mr. Parker held, directly or indirectly, beneficial ownership of, or power to exercise control or direction over, a total of 10.9 million common shares, representing approximately 16.91 per cent of the issued and outstanding common shares on a non-diluted basis, and as such, the settlement will constitute a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements under subsections 5.5(a) and 5.7(1)(a) of mi 61-101 on the basis that the offering will not exceed 25 per cent of the company's market capitalization.

Following the completion of the settlement, Mr. Parker will hold, directly or indirectly, beneficial ownership of, or power to exercise control or direction over, a total of 14,256,129 common shares, representing approximately 21.02 per cent of the issued and outstanding common shares on a non-diluted basis. Accordingly, and as approved by the company's shareholders at the meeting held on Aug. 27, 2025, Mr. Parker will be considered a control person under applicable securities laws following completion of the settlement. If in the future, the company and Tungsten III agree to settle the principal amount owing pursuant to the second note in common shares of the company, Mr. Parker, will hold, directly or indirectly, beneficial ownership of, or power to exercise control or direction over, a total of 17,612,258 common shares, representing approximately 24.74 per cent of the issued and outstanding common shares on a non-diluted basis.

About Palisades Goldcorp Ltd.

Palisades Goldcorp is a Canadian company incorporated in the province of British Columbia acting primarily as a resource investment company and merchant bank focused on junior companies in the resource and mining sector. The company seeks to acquire equity participation in preinitial public offering and early-stage public resource companies with undeveloped or undervalued high-quality projects. The company focuses on companies that are in need of financial resources to realize their full potential, are undervalued in capital markets and/or operate in jurisdictions with low to moderate local political risk. The company is focused on providing retail and institutional investors with exposure in the junior resource space. The company primarily expects to continue to make investments, pursuant to its dual investment strategy, to achieve broad sector exposure with upside in the event of appreciation in mineral commodities prices, while also providing the potential to realize appreciation in net asset values as a result of discoveries by issuers in which the company holds larger positions. At present, and after the acquisition of Palisades Investments Ltd. (formerly Radio Fuels Energy Corp.) in February, 2025, Palisades has a portfolio of equity investments, or securities convertible into equity investments, in over 125 junior resource issuers. Through subsidiaries, Palisades holds exploration properties in Nevada and a uranium exploration property in Canada. The company owns 100 per cent of Made in America Gold Corp., which ranks as the largest junior mineral claimholder in the state of Nevada, as well as 100 per cent of Radio Fuels Resources Corp., which owns the Eco Ridge uranium project in Elliot Lake, Ont. The common shares of the company are listed and posted for trading on the TSX-V under the symbol PALI. Palisades' management team identifies highly prospective assets in politically safe jurisdictions and seeks to unlock their value by providing strategic investments, proven technical skills, global knowledge and increased access to industry relationships.

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