Mr. Mike Taylor reports
SLAM INCREASES PRIVATE PLACEMENT TO $2,034,000
Due to increased investor demand, Slam Exploration Ltd.'s non-brokered private placement previously announced on Feb. 18, 2026, has been increased to 22.6 million units issued at a price of nine cents per unit for gross proceeds of up to $2,034,000.
The offering will consist of:
- Up to 18 million flow-through CMETC units of the company issued at a price of nine cents per flow-through CMETC unit; each flow-through CMETC unit is intended to be issued on the basis that the company will incur and renounce Canadian exploration expenses that are expected to qualify as flow-through mining expenditures that are critical mineral exploration expense eligible for purposes of the critical mineral exploration tax credit under the Income Tax Act (Canada);
- Up to three million flow-through units of the company issued at a price of nine cents per flow-through unit; each flow-through unit is intended to be issued in respect of Canadian exploration expenses expected to qualify as Canadian exploration expenses under the Income Tax Act (Canada);
- Up to 1.6 million non-flow-through units of the company issued at a price of nine cents per non-flow-through unit.
Each flow-through CMETC unit and flow-through unit will comprise:
- One flow-through common share of the company issued as a flow-through share within the meaning of the Income Tax Act (Canada);
- One-half of one common share purchase warrant, with two such half-warrants being exercisable together as one whole common share purchase warrant.
Each non-flow-through unit will comprise:
- One common share of the company;
- One warrant.
Each whole warrant will entitle the holder to purchase one additional common share at an exercise price of 13 cents per common share for a period of two years following the closing date of the offering, subject to acceleration in certain events.
The gross proceeds received by the company from the issuance of the flow-through CMETC units will be used to incur eligible Canadian exploration expenses (CEE) that are expected to qualify as flow-through critical mineral mining expenditures (as defined in the Income Tax Act (Canada)) and are intended to be spent on the company's Goodwin project. Such expenditures are expected to qualify as critical mineral exploration expenses for purposes of the 30-per-cent critical mineral exploration tax credit available under applicable law to eligible subscribers.
The gross proceeds received by the company from the issuance of the flow-through units will be used to incur eligible CEE on the company's gold projects and are not expected to qualify as flow-through critical mineral mining expenditures or for the critical mineral exploration tax credit.
The company will renounce qualifying CEE to subscribers of flow-through CMETC units and flow-through units with an effective date no later than Dec. 31, 2026 (or such other date as may be permitted under applicable tax legislation).
The proceeds received by the company from the issuance of the non-flow-through units and any proceeds received on the exercise of warrants will be used for general working capital purposes, corporate development activities and other business objectives as determined by management.
The offering is subject to the acceptance of the TSX Venture Exchange and all other required regulatory approvals. All securities issued under the offering will be subject to a statutory hold period of four months and one day from the closing date of the offering in accordance with Canadian securities laws.
Finders' fees may be payable in connection with the offering in accordance with the policies of the TSX-V.
Insiders of the company may participate in the offering. Any such participation will constitute a related party transaction under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company expects to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 available under sections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that the fair market value of the securities to be issued to related parties is not expected to exceed 25 per cent of the company's market capitalization.
About Slam Exploration Ltd.
Slam Exploration is a publicly listed resource company with a 40,000-hectare portfolio of mineral claim holdings in the mineral-rich province of New Brunswick. This portfolio is built around the Goodwin copper-nickel-cobalt project in the Bathurst mining camp (BMC) of New Brunswick. The company drilled 10 holes in the 2025 diamond drilling campaign on the Goodwin copper-nickel-cobalt project. This followed significant copper, nickel and cobalt intercepts from 15 diamond drill holes reported by the company in 2024. These include a 64.90-metre core interval, grading 2.19 per cent copper equivalent (copper/nickel/cobalt), including 3.84 per cent CuEq over a 31.20-metre core interval from hole GW24-02, as reported in a news release dated Aug. 7, 2024. Significant gold values were also reported with up to 3.31 grams per tonne over 0.5 metre in hole GW24-01.
The company is a project generator and expects to receive significant cash and share payments in 2026. Slam Exploration received 1.2 million shares plus cash from Nine Mile Metals Inc. in 2025 pursuant to the Wedge project agreement. Also, in 2025, the company received a cash payment of $60,000 as well as 180,000 shares of a private company pursuant to the Ramsay gold agreement. The company holds NSR (net smelter return) royalties and expects to receive additional cash and share payments on the Wedge copper-zinc project and on the Ramsay gold project.
Qualifying statement
Mike Taylor, PGeo, president and chief executive officer of Slam Exploration, is a qualified person as defined by National Instrument 43-101 and has approved the contents of this news release.
We seek Safe Harbor.
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