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Voyageur Mineral Explorers Corp
Symbol VOY
Shares Issued 32,393,397
Close 2025-08-14 C$ 0.84
Market Cap C$ 27,210,453
Recent Sedar Documents

Voyageur Mineral target Evolve closes $37.5M financing

2025-10-01 21:01 ET - News Release

Mr. Fraser Laschinger reports

VOYAGEUR MINERAL EXPLORERS CORP. AND EVOLVE STRATEGIC ELEMENT ROYALTIES LTD. ANNOUNCE COMPLETION OF UPSIZED $37.5 MILLION BROKERED OFFERING

Further to the news release issued by Voyageur Mineral Explorers Corp. and Evolve Strategic Element Royalties Ltd. on Sept. 16, 2025, Evolve has completed a brokered best efforts private placement of 46,875,000 subscription receipts at a price of 80 cents per subscription receipt for gross proceeds of $37.5-million.

The gross proceeds of the offering, less certain payments to the agents on account of their expenses and partial commission, will be held in escrow until certain conditions are met, including, but not limited to, the completion of, or the satisfaction of all conditions precedent to, the proposed business combination of Voyageur and Evolve under the business combination agreement entered into on Aug. 26, 2025 (as amended), including the receipt of all required corporate, shareholder and regulatory approvals in connection with the business combination, and the common shares of the issuer resulting from the business combination to be issued in exchange for the Evolve shares upon completion of the business combination being conditionally approved for listing on the Canadian Securities Exchange.

Each subscription receipt will be automatically exchanged for one common share, Series E, of Evolve without payment of any additional consideration or further action on the part of the holder thereof upon satisfaction of the escrow release conditions prior to the date that is 90 days following the closing date of the offering. Upon closing of the business combination, all Evolve shares and other securities of Evolve will be exchanged for shares and securities of the resulting issuer following completion of the business combination. Please refer to the joint news release of Evolve and Voyageur dated Aug. 27, 2025, for more details on the business combination.

The net proceeds of the offering are intended to be used to finance new growth investments and for working capital and general corporate purposes of the resulting issuer following the closing of the business combination.

The offering was completed pursuant to the terms of an agency agreement dated Oct. 1, 2025, among Canaccord Genuity Corp. and Stifel Nicolaus Canada Inc., as co-lead agents, and BMO Nesbitt Burns Inc., Desjardins Securities Inc., National Bank Financial Inc., Raymond James Ltd., Scotia Capital Inc. and ECM Capital Advisors Ltd. In consideration for services rendered in connection with the offering, a cash commission in an amount equal to 6.0 per cent of the gross proceeds raised under the offering, which commission was reduced to 3.0 per cent for subscribers on the president's list, is payable by Evolve, half of which will be held in escrow pending satisfaction of the escrow release conditions, and Evolve reimbursed the agents for certain expenses incurred in connection with the offering.

About Evolve Strategic Element Royalties Inc.

Evolve is a private company existing under the Business Corporations Act (British Columbia) and is a strategic metal royalty company that strives to be one of the first to apply the royalty and streaming model to the next generation of strategic mines -- moving early to secure premium assets and build value in the low-carbon and digital economy.

Evolve's royalty portfolio consists of:

  • A 0.51-per-cent net profit interest on Teck Resources Ltd.'s Highland Valley copper operation in British Columbia;
  • A 5-per-cent net smelter return royalty on copper and 2.5-per-cent NSR royalty on all other metals produced on claims forming a portion of Hudbay Minerals Inc.'s Copper Mountain mine in British Columbia;
  • A 2-per-cent NSR royalty on the Sal de Los Angeles lithium brine project in Argentina;
  • Various exploration-stage royalties and production payment rights.

About Voyageur Mineral Explorers Corp.

Voyageur is a Canadian junior mineral exploration company with a specific focus on mineral properties in northwestern Manitoba and northeastern Saskatchewan, Canada. The company owns a valuable package of royalties in the prolific Flin Flon greenstone belt, including: a net tonnage royalty on a portion of Foran Mining Corp.'s McIlvenna Bay project, including the McIlvenna Bay deposit, and the Tesla zone; an NSR on Foran Mining's Bigstone deposit; and an NSR on a portion of Visionary Copper and Gold Mines Inc.'s Pine Bay project, including the Rainbow deposit.

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