McFarlane Lake Announces Closing of Final Tranche Of $9.34 Million Equity Financing

Rhea-AI Summary

McFarlane Lake Mining (OTCQB:MLMLF) closed the final tranche of a non‑brokered private placement on October 10, 2025, completing a total raise of $9,335,500 through issuance of 61,936,665 Units and 300,000 flow‑through shares at $0.15 per unit/FT share.

The Final Tranche issued 5,829,998 Units for gross proceeds of approximately $874,500. Each Unit comprises one common share and one‑half warrant; warrants issued in the Final Tranche are exercisable at $0.25 from 60 days after closing until October 9, 2028.

Insiders subscribed for about $190,000. Proceeds are earmarked for general working capital and corporate purposes. The Offering used the Listed Issuer Financing Exemption (LIFE) and remains subject to final CSE acceptance.

Positive

• Total equity raise of $9,335,500
• Issued 61,936,665 Units and 300,000 FT Shares
• Warrants exercisable at $0.25 through Oct 9, 2028
• Insider participation of approximately $190,000

Negative

• No FT Shares issued in the Final Tranche
• Potential shareholder dilution from 61,936,665 new Units
• Offering subject to final Canadian Securities Exchange acceptance

TORONTO, ON / ACCESS Newswire / October 10, 2025 / McFarlane Lake Mining Limited (CSE:MLM)(OTCQB:MLMLF) ("McFarlane Lake" or the "Company"), a Canadian gold exploration and development company, is pleased to announce that it closed the final tranche (the "Final Tranche") of its previously announced non-brokered private placement offering of units (the "Units") at a price of $0.15 per Unit and flow-through shares (the "FT Shares") of the Company at a price of $0.15 per FT Share (the "Offering"). The Company closed the first tranche of the Offering on September 26, 2025. On October 7, 2025, the Company filed an amended and restated offering document pursuant to the LIFE Exemption (as defined below). In the Final Tranche, the Company issued 5,829,998 Units at a price of $0.15 per Unit, for aggregate gross proceeds of approximately $874,500. No FT Shares were issued in the Final Tranche. In total, McFarlane Lake raised $9,335,500 pursuant to the Offering, through the issuance of 61,936,665 Units and 300,000 FT Shares.

Each Unit consisted of one common share of the Company (each, a "Common Share") and one-half of one common share purchase warrant (each, whole warrant a "Warrant"). Each Warrant granted in the Final Tranche is exercisable by the holder to acquire one Common Share at a price of $0.25 per Common Share at any time from the date that is 60 days following the closing date until October 9, 2028.

Mark Trevisiol, CEO and Chairman of McFarlane Lake Mining stated, "We are very pleased by the support investors have showed both in this equity raise and in the US$15 Million debt security we closed last week. It is now up to management to move the Juby Gold project forward adding value by increasing its gold resources and marketing this exciting project across the gold investment community".

The net proceeds from the sale of the Units will be used for general working capital and other corporate purposes, as more particularly described in the Company's offering document under the Company's profile at www.sedarplus.ca and on the Company's website at https://mcfarlanelakemining.com/.

All Units distributed in connection with the Offering were issued and sold pursuant to the "Listed Issuer Financing Exemption" available under Part 5A of National Instrument 45-106 - Prospectus Exemptions (the "LIFE Exemption") and in reliance on Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. Pursuant to the LIFE Exemption, all Units issued under the Offering to Canadian subscribers are not subject to a hold period in Canada in accordance with applicable Canadian securities laws and the policies of the Canadian Securities Exchange (the "Exchange"). The Offering remains subject to the final acceptance of the Exchange.

In connection with the Offering, the Company paid certain eligible finders' fees consisting of cash payments of up to 8.0% of the gross proceeds raised from investors introduced by such finders, except that fees payable in respect of investors identified on a president's list were reduced to 2.0%.

The securities described herein have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful.

Related Party Disclosure

Certain insiders of the Company subscribed for approximately $190,000 worth of Units. This participation by insiders constitutes "related party transactions" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Shareholders in Special Transactions ("MI 61-101"). The Company has relied on applicable exemptions from the formal valuation and minority approval requirements in Sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101. No new insiders were created, nor has there been any change of control, as a result of the Offering. The Company did not file a material change report with respect to the insider participation more than 21 days before the expected closing of the Offering, as the details and amounts of the insider participation were not finalized until closer to the closing and the Company wished to close the transaction as soon as practicable for sound business reasons.

About McFarlane Lake Mining

McFarlane Lake is a gold exploration company focused on exploring and advancing the Juby Gold project near Gowganda, Ontario. The Juby Gold project has an (NI 43-101) Inferred resource of 3.17 million ounces of gold at 0.89 gpt contained in 109.48 million tonnes and Indicated resources of 1.01 million ounces of gold at 0.98 gpt contained in 31.74 million tonnes. Follow this link https://mcfarlanelakemining.com/mcfarlane-issues-ni-43-101-mineral-resource-estimate-on-its-juby-gold-project/ for details announcing this resource. These resources have an effective date of September 29, 2025. The full technical report on these resources will be issued within 45 days of the Company's MRE announcement. The technical report will be issued by BBA E&C Inc., an independent organization from McFarlane Lake. The Company is currently planning to perform exploration drilling on the Juby Gold Project as well as other study work to advance the development of the property.

McFarlane's other properties include the past producing McMillan Gold Mine property and Mongowin gold property located 70 km west of Sudbury, Ontario. The High Lake mineral property located immediately east of the Ontario-Manitoba border and the West Hawk Lake mineral property located immediately west of the Ontario-Manitoba border. In addition, McFarlane Lake owns the Michaud/Munro mineral properties 115 km east of Timmins. McFarlane Lake is a "reporting issuer" under applicable securities legislation in the provinces of Ontario, British Columbia and Alberta.

Readers are cautioned to refer to the "Cautionary Statement on Mineral Resources," and all other disclaimers included in this news release for important information regarding the limitations and verification status of the data presented above and elsewhere herein.

To learn more, visit: https://mcfarlanelakemining.com/.

Additional information on McFarlane Lake can be found by reviewing its profile on SEDAR+ at www.sedarplus.com.

Notes

1. The resource estimate was prepared by Todd McCracken, P.Geo, of BBA E&C Inc. in accordance with National Instrument 43-101 standards of Disclosure for Mineral Projects.

2. CIM definition standards were followed for the resource estimate.

3. This Mineral Resource has an effective date of September 29, 2025.

4. Open pit cut-off of 0.25 g/t Au milled is based on the cost/tonne ($USD/t) milled for incremental mining, processing, and G&A.

5. Underground cut-off of 1.85 g/t Au milled is based on the cost/tonne ($USD/t) milled for incremental mining, processing, and G&A.

6. The 0.25 g/t Au cut-off for OP and the 1.85 g/t Au cut-off for UG used for reporting is based on the following:

a. Long-term Gold price of US$2,500/oz.

b. Metallurgical recoveries are based on metallurgical testing recovery of 92%.

7. Mineral Resources that are not mineral reserves do not have economic viability. Numbers may not add due to rounding.

Advisors

Wildeboer Dellelce LLP acted as legal counsel for McFarlane Lake.

Cautionary Note Regarding Forward-Looking Information:

This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities legislation, including, without limitation, statements with respect to: the intended use of proceeds from the Final Tranche and final approval of the Exchange. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", "is expected", "anticipates" or "does not anticipate", "plans", "believes" or "intends", or variations of such words and phrases, or stating that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of McFarlane Lake to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Factors that could cause actual results to differ materially from those anticipated in these forward-looking statements are described under the caption "Risk Factors" in the Company's Annual Information Form dated as of November 27, 2024, which is available for view on SEDAR+ at www.sedarplus.com. Forward-looking statements contained herein are made as of the date of this press release and McFarlane Lake disclaims, other than as required by law, any obligation to update any forward-looking statements whether as a result of new information, results, future events, circumstances, or if management's estimates or opinions should change, or otherwise.

There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.

Cautionary Statement on Mineral Resources

This news release uses the terms indicated and inferred mineral resources as a relative measure of the level of confidence in the resource estimate. Readers are cautioned that mineral resources are not mineral reserves and that the economic viability of resources that are not mineral reserves has not been demonstrated. The mineral resource estimates disclosed in this news release may be materially affected by geology, environmental, permitting, legal, title, socio-political, marketing or other relevant issues. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to an indicated or measured mineral resource category, however, it is reasonably expected that the majority of Inferred Mineral Resources could be upgraded to Indicated Mineral Resources with continued exploration. The mineral resource estimate is classified in accordance with the Canadian Institute of Mining, Metallurgy and Petroleum's "CIM Definition Standards on Mineral Resources and Mineral Reserves" incorporated by reference into NI 43-101. Under NI 43-101, estimates of inferred mineral resources may not form the basis of feasibility or pre-feasibility studies or economic studies except for preliminary economic assessments. Readers are cautioned not to assume that further work on the stated resources will lead to mineral reserves that can be mined economically.

Further Information

For further information regarding McFarlane Lake, please contact:

Mark Trevisiol,
Chief Executive Officer, President and Director
McFarlane Lake Mining Limited
(705) 665-5087
mtrevisiol@mcfarlanelakemining.com

SOURCE: McFarlane Lake Mining Limited

View the original press release on ACCESS Newswire

FAQ

How much did McFarlane Lake (MLMLF) raise in the October 10, 2025 financing?

McFarlane Lake raised a total of $9,335,500 through the Offering.

What securities were issued in McFarlane Lake's financing for MLMLF?

The company issued 61,936,665 Units and 300,000 flow‑through shares at $0.15 each.

What are the warrant terms from McFarlane Lake's Offering for MLMLF investors?

Each Unit included one‑half of a warrant; Final Tranche warrants are exercisable at $0.25 from 60 days after closing until Oct 9, 2028.

Did company insiders participate in McFarlane Lake's October 2025 financing (MLMLF)?

Yes. Insiders subscribed for approximately $190,000 of Units; exemptions under MI 61‑101 were relied upon.

How will McFarlane Lake (MLMLF) use the proceeds from the Offering?

Net proceeds will be used for general working capital and other corporate purposes as described in the offering document.

Is McFarlane Lake's October 2025 Offering for MLMLF final and fully effective?

The Offering was closed in tranches but remains subject to final acceptance by the Canadian Securities Exchange.