VANCOUVER, British Columbia, May 28, 2026 (GLOBE NEWSWIRE) -- Newcore Gold Ltd. ("Newcore" or the "Company") (TSXV:NCAU, OTCQX:NCAUF) is pleased to announce that the Company has closed its previously announced bought deal financing of 28,310,000 common shares of the Company (the "Common Shares") at a price of $0.53 per Common Share for aggregate gross proceeds to the Company of $15,004,300 (the "Offering"). Post-Offering the Company has 312,695,640 common shares issued and outstanding, with Management and the Board of Directors collectively owning 12% of the shares.
The Company intends to use the net proceeds of the Offering to fund exploration and development activities at the Company's Enchi Gold Project in Ghana, as well as for general corporate and working capital purposes.
The Common Shares issued under the Offering were offered to purchasers' resident in Canada, except Québec, pursuant to the listed issuer financing exemption under Part 5A of NI- 45-106, as amended and supplemented by Coordinated Blanket Order 45-935 Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "Listed Issuer Financing Exemption"). The Common Shares issued under the Listed Issuer Financing Exemption are not subject to a hold period in accordance with applicable Canadian securities laws. The Common Shares issued to Insiders (as defined below) are subject to a four month and one day hold period in accordance with the policies of the TSX Venture Exchange.
The Offering was conducted by Haywood Securities Inc. as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters including Canaccord Genuity Corp. and SCP Resource Finance LP (collectively, the "Underwriters") pursuant to an underwriting agreement as among the Company and the Underwriters dated May 28, 2026. In connection with the Offering, the Underwriters received an aggregate cash fee of $876,836, equal to 6% of the gross proceeds of the Offering, reduced to 2% in respect of proceeds received from subscribers included on a president's list.
Certain directors and officers of the Company (the "Insiders") participated in the Offering, acquiring an aggregate of 250,000 Common Shares. The issuance of Common Shares to such Insiders is considered to be a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company was exempt ...
