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Gamma Resources Announces Increase in Private Placement to $1,750,000 and Closing of First Tranche at $872,500

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private placement

Gamma Resources (OTCQB:GAMXF) increased its non-brokered private placement to gross proceeds of up to $1,750,000, from prior targets of $880,000 and then $1,500,000. The financing consists of up to 21,875,000 units at $0.08 per unit, each unit containing one common share and one non-transferable warrant.

According to Gamma, it closed a first tranche of $872,500 by issuing 10,906,250 units. Each warrant is exercisable at $0.12 for 36 months (first tranche warrants until August 28, 2029). Finders received $8,225 in cash and 102,813 finder warrants exercisable at $0.08 for 24 months. A second tranche is anticipated, with directors expected to participate, and both tranches remain subject to TSX Venture Exchange acceptance. Net proceeds are planned for exploration at the Mesa Arc (New Mexico) and Green River (Utah) uranium projects and for working capital.

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Positive

  • Financing upsized to $1,750,000 from prior $1,500,000 target
  • First tranche closed at $872,500 via 10,906,250 units at $0.08
  • Additional capital earmarked for Mesa Arc and Green River exploration
  • Director participation expected in second tranche, signaling insider support

Negative

  • Potential dilution from up to 21,875,000 new units with warrants
  • Additional overhang from 10,906,250 warrants at $0.12 and 102,813 finder warrants at $0.08
  • Financing completion remains subject to TSX Venture Exchange acceptance

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, BC / ACCESS Newswire / August 28, 2026 / GAMMA Resources Ltd (TSXV:GAMA)(OTCQB:GAMXF)(Frankfurt:MRD0) ("GAMMA" or the "Company") is pleased to announce an increase in the gross proceeds of its non-brokered private placement $1,750,000. On July 31, 2026, Gamma announced the private placement to raise up to $880,000 and then on August 27, 2026 increased it to $1,500,000. After closing the first tranche at $872,500 the Company announces that it will further increase the private placement to gross proceeds of up to $1,750,000

The Private Placement will consist of up to 21,875,000 units (each a "Unit") at a purchase price of $0.08 per Unit for gross proceeds of up to $1,750,000. 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 second tranche of the Private Placement shortly. The completion of the first tranche, and the subsequent second tranche, of the Private Placement is subject to the acceptance of the TSX Venture Exchange.

In connection with the closing of the first tranche, the Company issued 10,906,250 Units at a price of $0.08 per Unit. Each unit is comprised of one Common Share and one Warrant. Each Warrant entitles the holder thereof to purchase one Common Share until August 28, 2029, at an exercise price of $0.12 per warrant share. Finders' fees of $8,225 in cash and 102,813 Finders Warrants are to be paid. The Finders Warrants are non-transferable, have an exercise price of $0.08 and may be exercised for a period of 24 months from the close of the private placement.

Directors of the Company are expected to participate in the second tranche. Such participation is considered to be a related party transaction as defined in Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The offering will be exempt from the formal valuation and minority shareholder approval requirements of 61-101 as neither the fair market value of the securities issued to related parties nor the consideration for such securities will exceed 25 per cent of the Company's market capitalization.

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.

Use of proceeds: The company intends to use the net proceeds of the private placement to continue exploration at its Mesa Arc project in New Mexico and its Green River project in Utah, and for general working capital and corporate purposes.

About Gamma Resources Ltd.

Gamma Resources Ltd. (TSX-V:GAMA)(OTCQB:GAMXF)(FRA:MRD0) 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:MRD0).

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 favorable; 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 28, 2026?

Gamma Resources increased its non-brokered private placement to gross proceeds of up to $1,750,000. According to Gamma, the offering now comprises up to 21,875,000 units at $0.08 per unit, each with one share and one warrant exercisable at $0.12 for 36 months.

How much did Gamma Resources (GAMXF) raise in the first tranche of its 2026 private placement?

Gamma Resources closed a first tranche of $872,500 in its private placement. According to Gamma, this involved issuing 10,906,250 units at $0.08, with each unit including one common share and one warrant exercisable at $0.12 until August 28, 2029.

What are the terms of the warrants in Gamma Resources (GAMXF) August 2026 financing?

Each unit includes one warrant to buy a common share at $0.12 for 36 months. According to Gamma, first-tranche warrants are exercisable until August 28, 2029, and finder warrants are exercisable at $0.08 for 24 months from the private placement close.

How will Gamma Resources (GAMXF) use the proceeds from its $1,750,000 private placement?

Gamma plans to use net proceeds to fund exploration at its Mesa Arc project in New Mexico and Green River project in Utah. According to Gamma, remaining funds will support general working capital and corporate purposes for its U.S.-focused uranium business.

Will Gamma Resources (GAMXF) insiders participate in the second tranche of the private placement?

Gamma expects company directors to participate in the second tranche of the financing. According to Gamma, this participation is a related party transaction under MI 61-101, but is exempt from formal valuation and minority approval requirements because it will not exceed 25% of market capitalization.

What regulatory approvals are required for Gamma Resources (GAMXF) August 2026 private placement?

Completion of both the first and anticipated second tranche is subject to acceptance by the TSX Venture Exchange. According to Gamma, all securities issued will also be subject to a four-month plus one day hold period under applicable securities laws and exchange policies.

What are the key share and unit numbers in Gamma Resources (GAMXF) August 2026 financing?

Gamma’s upsized financing allows issuance of up to 21,875,000 units at $0.08. According to Gamma, the first tranche issued 10,906,250 units, and finders received 102,813 finder warrants alongside $8,225 in cash fees, with a second tranche expected to follow.