Gold Hunter Announces Upsize to Non-Brokered Private Placement

Rhea-AI Summary

Gold Hunter (OTCQB: HNTRF) upsized a non-brokered private placement to sell up to 30,000,000 flow-through units at C$0.055 and up to 90,000,000 non-flow-through units at C$0.05 for aggregate gross proceeds of up to C$6,150,000. Each FT Unit includes one flow-through share and one-half warrant exercisable at C$0.08 for 24 months; each HD Unit includes one share and one warrant exercisable at C$0.075 for 24 months.

The Company included C$1,175,652.04 from the first tranche and will seek shareholder written consent because securities issuable exceed 100% on a fully diluted basis; closing remains subject to regulatory approvals and a statutory four-month plus one-day hold period.

Positive

• Upsized private placement to C$6.15M potential gross proceeds
• Flow-through component: 30M FT Units at C$0.055
• Warrants with 24-month exercise periods included

Negative

• Securities issuable exceed 100% diluted, requiring shareholder approval
• Potential dilution from up to 120M units plus warrants if fully issued
• Closings subject to CSE and regulatory approvals and hold periods

Vancouver, British Columbia--(Newsfile Corp. - January 26, 2026) - Gold Hunter Resources Inc. (CSE: HUNT) (OTCQB: HNTRF) (FSE: 6RH) ("Gold Hunter" or the "Company") is pleased to announce that the non-brokered private placement previously announced on December 11, 2025 (the "Offering") has been increased to up to 30,000,000 flow-through units (each, a "FT Unit") at a price of $0.055 per FT Unit and up to 90,000,000 non-flow through units (each, a "HD Unit") at a price of $0.05 per HD Unit, for aggregate gross proceeds of up to $6,150,000, of which $1,175,652.04 in gross aggregate proceeds were included in the closing of the first tranche of the Offering as disclosed in the Company's news release dated December 31,2025.

Each FT Unit will consist of one common share (each, a "Share") in the capital of the Company issued as a "flow-through share" within the meaning of subsection 66(15) of the Income Tax Act (Canada) (each, a "FT Share") and one-half of one Share purchase warrant (each whole warrant, a "FT Warrant"). Each FT Warrant will entitle the holder to acquire one Share at $0.08 for a period of 24 months from issuance.

Each HD Unit will consist of one Share of the Company (each, a "Unit Share") and one Share purchase warrant (each, a "HD Warrant"). Each HD Warrant shall entitle the holder to acquire one Warrant Share at a price of $0.075 for a period of 24 months from issuance.

In connection with closing the second tranche of the Offering, the Company will seek shareholder approval by written consent to comply with CSE Policy 4.6(2)(a)(i)(2) as the number of securities issuable in the Offering (calculated on a fully diluted basis) is more than 100% of the total number of securities outstanding (calculated on a non-diluted basis). The FT Warrants and HD Warrants will contain a restriction on exercise whereby the warrants cannot be exercised until the Company obtains shareholder approval.

The Company intends to use the net proceeds of the Offering for project evaluation, general working capital purposes and to satisfy existing property commitments and payables.

The closing of the Offering is subject to receipt of all required regulatory approvals, including approval of the Canadian Securities Exchange (the "CSE"). The securities issued under the Offering will be subject to a statutory hold period ending on the date that is four months plus one day from the date of issuance in accordance with applicable securities laws. Finder's fees may be payable in accordance with CSE policies.

About Gold Hunter Resources Inc.

Gold Hunter Resources Inc. is a Canadian mineral exploration company dedicated to acquiring and advancing high-potential precious and base metal projects. The Company employs a data-driven exploration strategy, merging modern techniques with historical data to unlock district-scale opportunities. The Great Northern Project, covering 26,237 hectares and over 35 kilometres of strike length along the prospective Doucers Valley Fault Structure, is the Company's flagship asset. Within the Doucers Valley Fault, there's been identified 50km+ potential splays and secondary faults with known mineralization and potential for additional mineralization.

On Behalf of the Board of Directors,
GOLD HUNTER RESOURCES INC.
Sean A. Kingsley
President, CEO, and Director

For more information, please contact:

Email: sean@goldhunterresources.com
Phone: +1 (604) 440-8474
Website: www.goldhunterresources.com

Neither the CSE nor its Regulation Services Provider (as defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements:

This news release contains forward-looking statements and other statements that are not historical facts. Forward-looking statements are often identified by terms such as "will", "may", "should", "anticipate", "expects" and similar expressions. All statements other than statements of historical fact, included in this news release are forward-looking statements that involve risks and uncertainties. Forward-looking statements in this press release include, but are not limited to, statements regarding the terms and completion of the Offering and the intended use of proceeds. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include but are not limited to market conditions and the risks detailed from time to time in the filings made by the Company with securities regulators. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company. The reader is cautioned not to place undue reliance on any forward-looking information. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release and the Company will update or revise publicly any of the included forward-looking statements as expressly required by applicable law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/281710

FAQ

What is Gold Hunter (HNTRF) raising in the upsized private placement on January 26, 2026?

Up to C$6,150,000 via 30,000,000 FT Units at C$0.055 and 90,000,000 HD Units at C$0.05.

What do the FT Units and HD Units for HNTRF include and warrant terms?

Each FT Unit includes one flow-through share plus one-half warrant (exercise C$0.08) and each HD Unit includes one share plus one warrant (exercise C$0.075); warrants expire in 24 months.

Why will Gold Hunter seek shareholder approval for the January 2026 offering?

Because the number of securities issuable on a fully diluted basis exceeds 100% of outstanding securities, triggering CSE Policy 4.6(2)(a)(i)(2).

Has Gold Hunter already closed any tranche of the offering for HNTRF?

Yes; C$1,175,652.04 in gross proceeds were included from the first tranche closed earlier.

When can securities issued in the HNTRF offering be traded?

Securities will be subject to a statutory hold period ending four months plus one day from issuance under applicable securities laws.