Mr. Andrew Nelson reports
WESTWARD GOLD ANNOUNCES $5M NON-BROKERED PRIVATE PLACEMENT FINANCING, WITH $2.5M LEAD ORDER FROM NEW CORNERSTONE INVESTOR & $1M FROM CURRENT STRATEGIC INVESTOR CRESCAT CAPITAL LLC
Westward Gold Inc. intends to complete a non-brokered private placement of up to 45,454,545 units at a price of 11 cents per unit for aggregate gross proceeds to the company of approximately $5-million. Each unit will comprise one common share of the company and one common share purchase warrant. Each warrant will entitle the holder thereof to purchase one common share of the company at a price of 15 cents for a period of 24 months following the closing date of the offering.
The company is also pleased to welcome its newest major shareholder, Concept Capital Management Ltd., which will be subscribing for 22,727,272 units for gross proceeds of approximately $2.5-million. Additionally, existing strategic shareholder Crescat Capital LLC will be subscribing for 9,090,909 units for gross proceeds of approximately $1-million.
The net proceeds from the offering will be used primarily for: (i) an expanded drilling program at Westward's flagship Toiyabe Hills property in Nevada, where a 5,000-metre program across up to 10 holes is already under way testing the company's Campfire target complex (see news releases dated July 8, 2025, Aug. 11, 2025, and Sept. 18, 2025, for additional information); and (ii) general working capital purposes. Closing of the offering is subject to receipt of all necessary regulatory approvals, including from the Canadian Securities Exchange. The common shares and warrants issued in relation to the offering will be subject to a hold period of four months and one day, in accordance with applicable securities laws. In connection with the offering, the company expects to pay finders' fees up to 6 per cent of the gross proceeds of the offering, which may be paid in units issued at the offering price, and to issue finders' warrants up to 6 per cent of the number of units issued in the offering, which will be exercisable at a price of 13 cents per common share for a period of 24 months.
Andrew Nelson, Westward chief financial officer, commented: "We're thrilled to welcome Concept Capital as a new cornerstone investor in Westward, at an important inflection point for our company. This new capital -- in addition to continued support from existing strategic shareholder Crescat -- will allow us to keep the drills turning at Toiyabe Hills for as long as weather permits. We will be in a position of greater strength both in terms of data acquired and our treasury as we move into the winter months."
The offering will not result in the creation of a new control person of the company (as such term is defined in the policies of the CSE), as the warrants are not exercisable if such exercise would result in the holder, together with any person or company acting jointly or in concert with the holder, owning, or exercising control or discretion, over 20 per cent or greater of the issued and outstanding shares of the company.
Certain insiders of the company intend to acquire units in the offering. The participation by such insiders in the offering will constitute a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. Such participation is expected to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, based on the fact that neither the anticipated fair market value of the units subscribed for by the insiders, nor the consideration for the units to be paid by such insiders, will exceed 25 per cent of the company's current market capitalization.
About Westward Gold Inc.
Westward Gold is a mineral exploration company focused on developing the consolidated Toiyabe Hills project, located in the Cortez Hills area of Lander county, Nevada, and the Coyote and Rossi projects, located along the Carlin trend in Elko county, Nevada. From time to time, the company may also evaluate the acquisition of other mineral exploration assets and opportunities.
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