Mr. Wendell Zerb reports
RED CANYON CLOSES INITIAL PHASE OF PRIVATE PLACEMENTS
Further to Red Canyon Resources Ltd.'s news release of Feb. 25, 2026, the company has closed the first tranche of a non-brokered unit private placement, issuing 7.56 million units of the company at a price of 20 cents per unit for gross proceeds of $1,512,000. Each unit consists of one common share and one-half of a share purchase warrant, with each whole warrant exercisable into one further common share at a price of 30 cents for a term of 24 months.
The company has also completed the first tranche of a non-brokered private placement to issue 3,175,000 common shares of the company at a price of 20 cents per LIFE share for gross proceeds of $635,000.
The total gross proceeds raised in this initial phase of financing are $2,147,000. The company anticipates final close of the offerings by March 31, 2026.
The company intends to use the net proceeds from the two offerings for the exploration and advancement of the company's portfolio of copper and copper/gold projects in British Columbia and Western United States, as well as for working capital and general corporate purposes.
Cash finders' fees of $60,130 and 300,650 finder warrants exercisable at 30 cents per common share for a 24-month term were paid on a portion of the unit offering. Cash finders' fees of $44,450 were paid on the LIFE offering.
In accordance with applicable regulatory requirements and National Instrument 45-106 -- Prospectus Exemptions, the LIFE shares were offered for sale to purchasers resident in Canada pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended and supplemented by Coordinated Blanket Order 45-935 Exemptions from Certain Conditions of the Listed Issuer Financing Exemption, and to investors in other jurisdictions. The common shares issued to subscribers in the LIFE offering are not subject to a hold period pursuant to applicable Canadian securities laws. All other securities issued are restricted from trading until July 26, 2026.
Insiders of the company purchased a total of 390,000 units. The participation by insiders in the unit offering constitutes a related party transaction for the purposes of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company is relying upon exemptions from the requirement to obtain a formal valuation and seek minority shareholder approval for the unit offering on the basis that the fair market value of the participation by related parties in the unit offering is less than 25 per cent of the company's current market capitalization.
Engagement of Media Group
The issuer has arranged for Market One Media Group Inc. to conduct marketing and social media activities in support of the company's business initiatives. Market One is a marketing agency for public companies with offices in Vancouver and Toronto. It provides multiplatform media solution for the capital markets operating in editorial, video and digital media.
The person responsible for the marketing and social media activities, on behalf of Market One, is Brett Yelland of suite 320, 440 West Hastings St., Vancouver, B.C., V6B 1L1; e-mail address brett@marketone.com and telephone number 1-604-428-2125. Market One and Mr. Yelland are arm's length to the issuer.
The marketing and social media activities will commence on April 1, 2026, and are expected to end on March 31, 2027.
The marketing and social media activities are anticipated to include the following:
-
Full length video interview and video article to be created and hosted on BNN Bloomberg and distributed across Market One Youtube Channel, Facebook, X and LinkedIn;
-
Article to be posted on the Bar Chart website and distributed across Market One Facebook, X and LinkedIn;
-
E-mail lead generation;
-
Banner ads rotation with all of Market One's clients banner ads on BNN Bloomberg.
Market One will receive total compensation of a cash payment of $50,000 plus applicable taxes for its services. The compensation does not include options to purchase securities of the issuer.
About Red Canyon Resources
Ltd.
Red Canyon Resources is a geoscience-driven, discovery-focused mineral exploration company exploring North America's top copper jurisdictions. Red Canyon has a portfolio of 100-per-cent-owned copper and copper-gold porphyry exploration projects. The company's technical team consists of experienced geoscientists with diverse capital market, small cap and major mining company backgrounds, and a record of success.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.