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Gamma Resources Announces Increase in Private Placement to $1,500,000

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private placement

Gamma Resources (OTCQB:GAMXF) increased its previously announced non-brokered private placement from up to $880,000 to up to $1,500,000. The financing will comprise up to 18,750,000 units at $0.08 per unit, each unit containing one common share and one non-transferable warrant. Each warrant allows the purchase of one additional share at $0.12 for 36 months after closing. The company plans to close the first tranche shortly, with both tranches subject to TSX Venture Exchange acceptance. All securities will carry a four‑month plus one‑day hold period under applicable securities laws.

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Positive

  • Private placement size increased to $1,500,000, from $880,000
  • Up to 18,750,000 units provide immediate equity funding capacity
  • Warrants at $0.12 for 36 months enable potential additional future capital

Negative

  • Issuance of up to 18,750,000 new shares implies significant potential dilution
  • Closing of both tranches remains subject to TSX Venture Exchange acceptance

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VANCOUVER, BC / ACCESS Newswire / August 27, 2026 / Gamma Resources Ltd (TSX-V:GAMA)(OTCPK:GAMXF)(Frankfurt:MRDO) ("Gamma" or the "Company") is pleased to announce that the non-brokered private placement (the "Private Placement") announced July 31, 2026, for gross proceeds of up to $880,000 has been increased to gross proceeds of up to $1,500,000.

The Private Placement will consist of up to 18,750,000 units (each a "Unit") at a purchase price of $0.08 per Unit for gross proceeds of up to $1,500,000. Each Unit will consist of one common share in the capital of the Company (a "Common Share") and one non-transferable Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to acquire one additional Common Share at an exercise price of $0.12 for a period of 36 months following the closing of the Private Placement (the "Closing Date"). The Company anticipates closing a first tranche of the Private Placement shortly. The completion of the first tranche and the subsequent second tranche of the Private Placement are subject to the acceptance of the TSX Venture Exchange.

All securities issued in connection with the Private Placement will be subject to a four-month plus one-day hold period from the Closing Date, pursuant to applicable securities laws and the policies of the TSX Venture Exchange. The securities issued in connection with the Private Placement have not been nor will they be registered under the United States Securities Act of 1933, as amended, or state securities laws, and may not be offered or sold in the United States or to an account for the benefit of US persons, absent such registration or an exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, sale, or solicitation would be unlawful.

About Gamma Resources Ltd.

Gamma Resources Ltd. (TSX-V:GAMA)(OTCQB:GAMXF)(FRA:MRDO) is a U.S.-focused uranium exploration and development company advancing high-quality assets in the Mountain West region of the United States. The Company's portfolio includes the Green River Project in Utah, comprising 1,100 acres near prominent regional producers, and the Mesa Arc Project in New Mexico, a strategic land position now totaling 4,520 acres that includes historic uranium resources in the Chama Basin. Management believes the Company is well-positioned to benefit from the policy and market tailwinds reshaping the U.S. nuclear landscape and to help meet growing demand with responsibly sourced, U.S.-based uranium supply.

Gamma trades on the TSX Venture Exchange (TSX-V:GAMA), in the United States on the OTCQB (OTCQB:GAMXF), and in Germany on the Frankfurt Stock Exchange (FRA:MRDO).

Note Regarding Historical Estimates

The historic uranium resources referred to in this news release are historical estimates. A qualified person has not done sufficient work to classify these historical estimates as current mineral resources or mineral reserves, the Company is not treating them as current mineral resources or mineral reserves, and they should not be relied upon as such.

For Further Information

Mr. Connor Messler
Email: connor@gammaresourcesltd.com
Tel: (833) 854-6826
www.gammaresourcesltd.com

Cautionary Note Regarding Forward-Looking Information

This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends", "expects" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". This information and these statements, referred to herein as "forward-looking statements", are not historical facts, are made as of the date of this news release and include without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to management's expectations and intentions with respect to, among other things: the completion of the Private Placement on the terms described herein; the expected closing date of the Private Placement; the anticipated proceeds to be raised under the Private Placement; the intended use of any proceeds raised under the Private Placement; the anticipated participation of insiders in the Private Placement and the availability of the exemptions from MI 61-101 referred to herein; the payment of any finder's fees in connection with the Private Placement; the anticipated benefits to the Company and its shareholders of the structure of the Private Placement, including reduced dilution and the absence of freely tradeable securities on closing; the Company's planned exploration activities at the Mesa Arc and Green River projects; and the receipt of all required regulatory approvals for the Private Placement, including that of the TSXV.

These forward-looking statements involve numerous risks and uncertainties and actual results might differ materially from results suggested in any forward-looking statements. These risks and uncertainties include, among other things: delays in obtaining or failure to obtain required regulatory approvals for the Private Placement, including TSXV approval; the inability of the Company to complete the Private Placement on the terms described herein, on the timetable anticipated, or at all; the inability of the Company to raise the anticipated proceeds under the Private Placement; the possibility that insiders do not participate in the Private Placement; the possibility that the size of the Private Placement is insufficient to fund the Company's planned activities and that additional financing is required on terms that may be less favourable; the inability of the Company to utilize the anticipated proceeds of the Private Placement as anticipated; and risks related to global financial markets, including the trading price of the Company's Common Shares.

In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation: the Company will obtain the required regulatory approvals for the Private Placement, including TSXV approval; the Company will be able to raise the anticipated proceeds under the Private Placement and on the timetable anticipated; and the Company will use the proceeds of the Private Placement as currently anticipated.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws.

SOURCE: Gamma Resources LTD



View the original press release on ACCESS Newswire

FAQ

What did Gamma Resources (GAMXF) announce about its private placement on August 27, 2026?

Gamma Resources announced an increased non-brokered private placement of up to $1,500,000. According to Gamma, the financing will consist of up to 18,750,000 units at $0.08 per unit, each with one common share and one warrant exercisable at $0.12 for 36 months.

How many shares and warrants are included in the Gamma Resources (GAMXF) $1.5 million financing?

The offering includes up to 18,750,000 units, each with one share and one warrant. According to Gamma, each whole warrant allows the holder to buy one additional common share at $0.12 for 36 months after the private placement closing date.

What are the key terms of the Gamma Resources (GAMXF) private placement warrants?

Each warrant will allow the purchase of one additional Gamma common share at $0.12 per share. According to Gamma, the warrants will be exercisable for 36 months following the closing date of the private placement, providing long-dated option-style exposure to the stock.

Is the Gamma Resources (GAMXF) private placement subject to any regulatory approvals?

Yes, the private placement tranches are subject to TSX Venture Exchange acceptance. According to Gamma, completion of both the first and subsequent second tranche requires this acceptance, and all securities issued will be subject to a four-month plus one-day hold period under applicable securities laws.

What is the hold period for securities issued in the Gamma Resources (GAMXF) private placement?

All securities will be subject to a four-month plus one-day hold period from the closing date. According to Gamma, this statutory restriction comes from applicable securities laws and TSX Venture Exchange policies and limits immediate resale of the private placement securities.

Can U.S. investors participate directly in the Gamma Resources (GAMXF) private placement?

The securities are not registered under the U.S. Securities Act of 1933 and generally cannot be offered or sold in the United States. According to Gamma, any U.S. sale would require registration or a valid exemption, and the release does not constitute an offer in the United States.