Mr. Zayn Kalyan reports
SCORPIO GOLD CORPORATION ANNOUNCES MARKETED PUBLIC OFFERING FOR GROSS PROCEEDS OF UP TO $8 MILLION
Scorpio Gold Corp. has entered into an agreement with Velocity Trade Capital Ltd., acting as lead agent and sole bookrunner, on behalf of a syndicate of agents, pursuant to which the agents have agreed to offer, on a best efforts basis, up to 32 million common shares from the treasury of the company, at a price of 25 cents per offered share for total gross proceeds of up to $8-million.
In addition, the company will grant the agents an option to purchase up to an additional 4.8 million offered shares on the same terms, exercisable at any time up to 30 days following the closing of the offering, for market stabilization purposes and to cover overallotments, if any.
The net proceeds of the offering will be used to finance exploration activities at the company's Manhattan property and for general corporate and working capital purposes.
The offering is expected to close on or about July 23, 2026, or such other date as the company and the agents may agree, and is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including the acceptance of the TSX Venture Exchange.
The offered shares to be issued under the offering will be offered by way of a prospectus supplement to the company's existing short form base shelf prospectus dated July 6, 2026, to be filed in all of the provinces of Canada (other than the province of Quebec) and some may be sold in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended, and in compliance with applicable state blue-sky laws, and in such other jurisdictions outside of Canada and the United States as agreed to by the company, in each case in accordance with all applicable laws and provided that no prospectus, registration statement or similar document is required to be filed in such jurisdiction. Access to the prospectus supplement, the base shelf prospectus and any amendment to the documents is provided in accordance with securities legislation relating to procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment. The base shelf prospectus is, and the prospectus supplement will be (within two business days from the date hereof), accessible on SEDAR+. An electronic or paper copy of the prospectus supplement, the base shelf prospectus and any amendment to such documents may be obtained without charge from Velocity, 100 Yonge St., Suite 1800, Toronto, Ont., M5C 2W1, by telephone at 416-323-2164 or by e-mail at syndication@velocitytradecapital.com by providing the contact with an e-mail address or address, as applicable. The base shelf prospectus and the prospectus supplement contain important, detailed information about the company and the proposed offering. Prospective investors should read the base shelf prospectus and the prospectus supplement (when filed) before making an investment decision.
About Scorpio Gold Corp.
Scorpio Gold holds a 100-per-cent interest in the Manhattan district located in the Walker Lane trend of Nevada. Scorpio Gold's Manhattan district is approximately 4,780 hectares and comprises the advanced exploration-stage Goldwedge mine, with a 400-ton-per-day maximum capacity gravity mill and four past-producing pits that were acquired from Kinross in 2021 (see news release dated March 25, 2021). The consolidated Manhattan district presents an exciting late-stage exploration opportunity, with over 140,000 metres of historical drilling, significant resource potential, and valuable permitting and water rights.
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