Osisko Development Announces Further Upsize of Previously Announced "Bought Deal" Offering

Rhea-AI Summary

Osisko Development (NYSE: ODV) further upsized its previously announced bought‑deal financing to a total C$75 million offering on Oct 15, 2025.

The company will issue LIFE-eligible flow-through shares and a Concurrent Private Placement of 5,230,200 common shares at C$4.78 per share for gross proceeds of C$25,000,356 (Concurrent Private Placement size increased by about C$15 million).

Closing is expected on or about Oct 29, 2025, subject to regulatory approvals including TSXV and NYSE approvals; shares from the Concurrent Private Placement will have a four months plus one day statutory hold.

Positive

• Total financing increased to C$75 million
• Concurrent Private Placement raised C$25,000,356
• Concurrent placement priced at C$4.78 per share

Negative

• Issuance of 5,230,200 common shares increases outstanding share count
• Closing is conditional on TSXV and NYSE approvals
• Concurrent shares subject to four months and one day hold

Insights

Capital Markets Strategist

Upsize reflects clear excess demand; increases immediate capital raised and widens investor base.

By increasing the Concurrent Private Placement from C$10 million to C$25,000,356, the company secures additional liquidity and extends the offering to 5,230,200 Common Shares at C$4.78 per share, which reduces near-term funding risk for stated purposes.

The transaction depends on regulatory approvals including the conditional approval of the TSX Venture Exchange and the New York Stock Exchange; failure to obtain these would halt the deal. Closing is expected on or about October 29, 2025, so monitor regulatory clearances and final document execution within that window.

Equity Financing Analyst

Upsize signals buyer appetite and increases gross proceeds to C$75 million, tightening immediate funding outlook.

The structure preserves the previously announced mix of LIFE-exempt flow-through tranches (~C$50 million) plus the Concurrent Private Placement now totalling C$25,000,356; this keeps tax-advantaged capital in place while broadening ordinary equity issuance.

Key near-term items to watch are receipt of all regulatory approvals and the four-month-and-one-day statutory hold period on the concurrently placed Common Shares; expect clarity by October 29, 2025 or shortly thereafter.

Total Upsized Offering of C$75 Million

MONTREAL, Oct. 15, 2025 (GLOBE NEWSWIRE) -- Osisko Development Corp. (NYSE: ODV, TSXV: ODV) ("Osisko Development" or the "Company") is pleased to announce that, as a result of excess demand, it has entered into a further amending agreement (the "Amendment") with the underwriters to increase the size of its previously announced "bought deal" financing from C$60 million to C$75 million (the "Offering").

As announced by the Company on October 9, 2025 (see news release entitled "Osisko Development Announces Upsizing of Previously Announced "Bought Deal" LIFE Offering; Additional Concurrent Private Placement"), Osisko Development has agreed to issue (i) three tranches of shares under the "listed issuer financing exemption" available under Part 5A of National Instrument 45-106 – Prospectus Exemptions ("NI 45-106"), as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "LIFE Exemption") in each of the provinces and territories of Canada, comprising national flow-through shares, British Columbia flow-through shares and common shares of the Company ("Common Shares"), for gross proceeds of approximately C$50 million, and (ii) additional Common Shares on a private placement basis pursuant to exemptions available under NI 45-106, other than the LIFE Exemption, for gross proceeds of approximately C$10 million (the "Concurrent Private Placement").

Pursuant to the Amendment, the Company has agreed to increase the size of the Concurrent Private Placement by approximately C$15 million, such that after giving effect to the Amendment, the Concurrent Private Placement will consist of an aggregate of 5,230,200 Common Shares at a price of C$4.78 per Common Share for gross proceeds of C$25,000,356. Other than the increase in the size of the Concurrent Private Placement, all other terms of the Offering remain unchanged following the Amendment.

Closing of the LIFE Offering and the Concurrent Private Placement are expected to occur on the same date, being on or about October 29, 2025 (the "Closing Date"), and remain subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the conditional approval of the TSX Venture Exchange and the approval of the New York Stock Exchange. The Common Shares issued under the Concurrent Private Placement will be subject to a statutory hold period of four months and one day pursuant to applicable Canadian securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein in the United States. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. state securities laws, and may not be offered or sold in the United States absent registration under the U.S. Securities Act and all applicable U.S. state securities laws or in compliance with an exemption therefrom.

ABOUT OSISKO DEVELOPMENT CORP.

Osisko Development Corp. is a continental North American gold development company focused on past-producing mining camps located in mining friendly jurisdictions with district scale potential. The Company's objective is to become an intermediate gold producer by advancing its flagship permitted 100%-owned Cariboo Gold Project, located in central B.C., Canada. Its project pipeline is complemented by the Tintic Project in the historic East Tintic mining district in Utah, U.S.A., and the San Antonio Gold Project in Sonora, Mexico—brownfield properties with significant exploration potential, extensive historical mining data, access to existing infrastructure and skilled labour. The Company's strategy is to develop attractive, long-life, socially and environmentally responsible mining assets, while minimizing exposure to development risk and growing mineral resources.

For further information, visit our website at www.osiskodev.com or contact:

Sean Roosen	Philip Rabenok
Chairman and CEO	Vice President, Investor Relations
Email: sroosen@osiskodev.com	Email: prabenok@osiskodev.com
Tel: +1 (514) 940-0685	Tel: +1 (437) 423-3644

CAUTION REGARDING FORWARD-LOOKING STATEMENTS

This news release contains "forward-looking information" (within the meaning of applicable Canadian securities laws) and "forward- looking statements" (within the meaning of the U.S. Private Securities Litigation Reform Act of 1995). Such statements or information are identified with words such as "anticipate", "believe", "expect", "plan", "intend", "potential", "estimate", "propose", "project", "outlook", "foresee" or similar words suggesting future outcomes or statements regarding any potential outcome. Such statements in this news release may include, without limitation, statements pertaining to: the size of the Offering and the Concurrent Private Placement, the use of the net proceeds from the Offering and the Concurrent Private Placement, the closing of the Offering and the Concurrent Private Placement, the tax treatment of the Flow-Through Shares, the timing and ability of the Company to renounce the Qualifying Expenditures and the ability to obtain the necessary regulatory authority approvals. Such forward-looking information or statements are based on a number of risks, uncertainties and assumptions which may cause actual results or other expectations to differ materially from those anticipated and which may prove to be incorrect. Actual results could differ materially due to a number of factors, including, without limitation, marketing of the Offering and the Concurrent Private Placement, and satisfying the conditions of closing of the Offering and the Concurrent Private Placement, including the requirements of the New York Stock Exchange and the TSX Venture Exchange (if at all). Although the Company believes that the expectations reflected in the forward-looking information or statements are reasonable, prospective investors in the Company securities should not place undue reliance on forward-looking statements because the Company can provide no assurance that such expectations will prove to be correct. Forward-looking information and statements contained in this news release are as of the date of this news release and the Company assumes no obligation to update or revise this forward-looking information and statements except as required by law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

FAQ

What did Osisko Development (ODV) announce on October 15, 2025?

The company announced an upsized bought‑deal financing to C$75 million, increasing the Concurrent Private Placement to C$25,000,356.

How many shares will Osisko Development issue in the Concurrent Private Placement (ODV)?

The Concurrent Private Placement will consist of 5,230,200 common shares at C$4.78 per share.

When is the expected closing date for ODV's LIFE Offering and Concurrent Private Placement?

Closings are expected on or about October 29, 2025, subject to regulatory approvals.

What is the hold period for the common shares issued in ODV's Concurrent Private Placement?

Common shares issued under the Concurrent Private Placement will be subject to a statutory hold of four months and one day.

Does Osisko Development (ODV) still rely on the LIFE Exemption for part of the offering?

Yes; part of the financing uses the LIFE Exemption to issue flow‑through and common shares for approximately C$50 million.

Are ODV securities being registered in the United States for this offering?

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 U.S. without registration or an exemption.