Grande Portage Announces Non-Brokered Private Placement - Pursuant to the Listed Issuer Financing Exemption

Rhea-AI Summary

Grande Portage (OTCQB:GPTRF) announced a non-brokered private placement of up to 4,347,826 Units at C$0.23 per Unit for aggregate gross proceeds of up to C$1,000,000. Each Unit includes one common share and one warrant exercisable at C$0.35 for 24 months. Proceeds are intended to fund exploration and development of the New Amalga Mine project in Alaska and for general working capital. The Offering is made under the LIFE Exemption to Canadian investors (excluding Quebec) and selected jurisdictions outside Canada, may close in multiple tranches with a first tranche expected on November 18, 2025 and final closing no later than December 19, 2025, and is subject to TSX Venture Exchange acceptance.

Positive

• Up to C$1,000,000 gross proceeds secured for financing
• Proceeds allocated to New Amalga Mine exploration
• Unit structure includes warrants offering potential upside

Negative

• Issuance of up to 4,347,826 Units will dilute existing shareholders
• Additional dilution possible from finders' warrants issued at C$0.23
• Securities not registered for U.S. sale; U.S. investors excluded

News Market Reaction

+0.63%

1 alert

+0.63% News Effect

On the day this news was published, GPTRF gained 0.63%, reflecting a mild positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

Not for distribution to United States newswire services or for dissemination in the United States.

VANCOUVER, BC / ACCESS Newswire / November 4, 2025 / Grande Portage Resources Ltd. (TSXV:GPG)(OTCQB:GPTRF)(FSE:GPB) ("Grande Portage" or the "Company") is pleased to announce a non-brokered private placement of up to 4,347,826 units (each, a "Unit") at a price of C$0.23 per Unit for aggregate gross proceeds of up to C$1,000,000 (the "Offering"). The Offering is being carried out pursuant to Part 5A of National Instrument 45-106 - Prospectus Exemptions and Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "LIFE Exemption") to purchasers resident in Canada, other than Quebec, and in jurisdictions outside of Canada in compliance with the applicable securities laws of those jurisdictions. There is an offering document (the "Offering Document") related to this Offering that can be accessed under Grande Portage's profile at www.sedarplus.ca and on the Company's website at https://grandeportage.com. Prospective investors should read the Offering Document before making an investment decision.

Each Unit will consist of one common share in the capital of the Company (each, a "Common Share") and one Common Share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder thereof to acquire one additional Common Share at an exercise price of C$0.35 per Common Share for a period of 24 months from the date of issuance.

The Units issued in the Offering will not be subject to any statutory hold period in Canada, subject to limitations prescribed by the LIFE Exemption.

Insiders and certain other existing shareholders of Grande Portage may also subscribe for Units under the Offering.

The Company may pay finders' fees to eligible persons in connection with the Offering in accordance with applicable securities laws and the policies of the TSX Venture Exchange (the "TSX-V"). The Company may also issue such number of finders' warrants ("Finders' Warrants") to subscribers introduced by certain finders. Each Finders' Warrant will entitle the holder thereof to purchase one common share of the Company (a "Finders' Warrant Share") at a price of C $0.23 per Finders' Warrant Share for a period of twenty-four (24) months from the date of issuance, which will be subject to a statutory hold period expiring four months and one day from the date of closing.

Grande Portage intends to use the net proceeds of the Offering for furthering the exploration and development of its New Amalga Mine project in Alaska as well as general working capital purposes.

The Offering may close in multiple tranches, with the first tranche closing expected to occur on November 18, 2025, and the final closing to occur no later than December 19, 2025. The Offering is subject to certain conditions including, but not limited to, receipt of all necessary approvals including the acceptance of the TSX Venture Exchange.

The securities issued pursuant to the Offering have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.

About Grande Portage:
Grande Portage Resources Ltd. is a publicly traded mineral exploration company focused on advancing the New Amalga Mine project, the outgrowth of the Herbert Gold discovery situated approximately 25 km north of Juneau, Alaska. The Company holds a 100% interest in the New Amalga property. The New Amalga gold system is open to length and depth and is host to at least six main composite vein-fault structures that contain ribbon structure quartz-sulfide veins. The project lies prominently within the 160km long Juneau Gold Belt, which has produced over eight million ounces of gold.

The Company's updated NI 43-101 Mineral Resource Estimate (MRE) reported at a base case mineral resources cut-off grade of 2.5 grams per tonne gold (g/t Au) and consists of: an Indicated Resource of 1,438,500 ounces of gold at an average grade of 9.47 g/t Au (4,726,000 tonnes); and an Inferred Resource of 515,700 ounces of gold at an average grade of 8.85 g/t Au (1,813,000 tonnes), as well as an Indicated Resource of 891,600 ounces of silver at an average grade of 5.86 g/t Ag (4,726,000 tonnes); and an Inferred Resource of 390,600 ounces of silver at an average grade of 7.33 g/t silver (1,813,000 tonnes). The MRE was prepared by Dr. David R. Webb, Ph.D., P.Geol., P.Eng. (DRW Geological Consultants Ltd.) with an effective date of July 17, 2024. Additional information on the New Amalga Mine project is available in the technical report titled "Technical Report of the Herbert Gold Property, Juneau District, Southeast Alaska" dated July 17, 2024, which is available under Grande Portage's profile at www.sedarplus.ca.

ON BEHALF OF THE BOARD
"Ian Klassen"

Ian M. Klassen
President & Chief Executive Officer
Tel: (604) 899-0106
Email: Ian@grandeportage.com

Cautionary Statement Regarding Forward-Looking Information
This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". . Forward-looking statements or information contained in this release include, but are not limited to, statements or information with respect to: the Offering, including timing, subscribers, and gross proceeds contemplated thereunder, statutory hold periods, and the use of proceeds, and expectations regarding the New Amalga Mine project, including the Company's mineral resources. Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties as described in the Company's filings with Canadian securities regulators. These risks, uncertainties and other factors include, among others, the ability to complete the Offering, including the timing and size thereof, ability to obtain all necessary approvals, the final use of proceeds of the Offering, and risks associated with the exploration and development of the New Amalga Mine and our mineral resources. 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. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICE PROVIDER (AS THAT TERM IS DEFINED UNDER THE POLICIES OF THE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS NEWS RELEASE.

SOURCE: Grande Portage Resources Limited

View the original press release on ACCESS Newswire

FAQ

What is Grande Portage's private placement size and price (GPTRF)?

The placement is up to 4,347,826 Units at C$0.23 per Unit for up to C$1,000,000 gross proceeds.

What does each Unit include in the GPTRF offering and warrant terms?

Each Unit includes one common share and one warrant exercisable at C$0.35 for 24 months from issuance.

How will Grande Portage (GPTRF) use the net proceeds from the Offering?

Net proceeds are intended to further exploration and development of the New Amalga Mine in Alaska and for general working capital.

When will the GPTRF private placement close and what approvals are required?

The first tranche is expected on November 18, 2025, final closing by December 19, 2025, subject to TSX Venture Exchange acceptance.

Will the GPTRF securities be available to U.S. investors?

No; the securities have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States.

Could Grande Portage insiders participate in the GPTRF financing and will there be finders' fees?

Yes; insiders and certain existing shareholders may subscribe and the company may pay finders' fees and issue finders' warrants in accordance with applicable laws and TSX-V policy.