Mr. Ken Lapierre reports
ROCKY SHORE GOLD ANNOUNCES NON-BROKERED PRIVATE PLACEMENT
Rocky Shore Gold Ltd. is undertaking a non-brokered private placement to raise aggregate gross proceeds of up to $5-million through the sale of common shares of the company that qualify as flow-through (FT) shares (as defined in Subsection 66(15) of the Income Tax Act (Canada)) at a price of 15 cents per FT share.
The proceeds from the offering will be used for the exploration and advancement of the company's projects in central Newfoundland.
The FT shares to be issued in connection with the offering will be subject to a hold period of four months and one day from the date of issuance, in accordance with applicable Canadian securities laws. The company may pay finders' fees on a portion of the offering to eligible finders, subject to compliance with the policies of the Canadian Securities Exchange and applicable securities legislation.
Insiders of the company may participate in the offering. Any participation by insiders of the company in the offering will constitute a related party transaction under applicable Canadian securities laws. However, neither the fair market value of the subject matter, nor the fair market value of the consideration to be paid by insiders of the company for the transaction, insofar as it involves the related party, is expected to exceed 25 per cent of the company's market capitalization, and accordingly, the company anticipates relying on exemptions from the formal valuation and minority shareholder approval requirements applicable to related party transactions under applicable Canadian securities laws.
Qualified person
Ken Lapierre, PGeo, president and chief executive officer of the company, a qualified person in accordance with the Canadian regulatory requirements as set out in National Instrument 43-101, Standards of Disclosure for Mineral Projects, has reviewed and approved the scientific and technical information that forms the basis for the disclosure contained in this news release.
About Rocky Shore Gold Ltd.
Rocky Shore Gold is a Canadian junior exploration company focused on its 100-per-cent-owned Gold Anchor project and Rocky Pond VMS (volcanogenic massive sulphide) project both located in central Newfoundland. Gold Anchor is strategically located within one of Canada's most promising and underexplored gold belts. The project is the second-largest property (greater than 1,200 square kilometres) in this emerging gold district. The project hosts the orogenic-hosted, near-surface bulk-tonnage Mosquito Hill and Reid gold deposits, and structurally controlled orogenic gold targets, including the Lucky 13 gold zone, along the highly prospective Appleton fault corridor, located on trend and southwest of major gold discoveries and deposits. The Rocky Pond VMS project is located within the Roberts Arm VMS belt that hosts the former-producing Buchans VMS mine. The project hosts the Handcamp gold-rich VMS zone and multiple additional VMS showings within a 40-kilometre trend of the prolific VMS belt.
Rocky Shore Gold would like to acknowledge the $150,000 in financial support received for 2025 and the approval of the 2026 junior exploration assistance (JEA) administered by the mineral incentive program from the mineral development division, Department of Energy and Mines, government of Newfoundland and Labrador.
We seek Safe Harbor.
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