Prospect Ridge Announces Closing of Flow-Through Share Private Placement

Rhea-AI Summary

Prospect Ridge Resources (OTC:PRRSF) closed a non-brokered flow-through private placement on March 18, 2026, issuing 5,000,000 FT shares at $0.09 for gross proceeds of $450,000.

The company paid $31,500 in finder fees and issued 350,000 warrants exercisable at $0.15 for two years, with accelerated expiry if the stock trades at $0.25 for ten consecutive trading days. Funds are earmarked for 2026 drill programs at Excalibur, Castle and Camelot to incur Canadian exploration expenses qualifying as flow-through critical mineral mining expenditures.

Positive

• Raised $450,000 via flow-through shares
• Proceeds allocated to 2026 drill programs at Excalibur, Castle and Camelot
• Flow-through status provides Canadian tax benefits to investors

Negative

• Issued 350,000 warrants and paid $31,500 in finder fees
• Placement dilutes existing shareholders by issuing 5,000,000 shares
• Securities subject to statutory hold until July 19, 2026

VANCOUVER, BC / ACCESS Newswire / March 18, 2026 / Prospect Ridge Resources Corp Prospect Ridge Resources Corp. (the "Company" or "Prospect Ridge") (CSE:PRR)(OTC:PRRSF)(FRA:OED) is pleased to announce that it has closed its non-brokered flow-through private placement (the "FT Placement") of $0.09 flow-through shares (the "FT Shares") announced on March 6, 2026 (see news release for details) issuing an aggregate of 5,000,000 flow-through shares for gross proceeds of $450,000 to a Canadian flow-through fund that has been a long time supporter of the Company.

In connection with the closing, the Company paid finder fees of $31,500 in cash and 350,000 warrants exercisable to purchase one non-flow-through common share of the Company at a price of $0.15 for a period of two years after closing. The Finder Warrants will be subject to accelerated expiry if the Company's common shares trade or close on the Canadian Securities Exchange (the "Exchange") at $0.25 or more for ten consecutive trading days. All securities issued in the placement are subject to a statutory hold period expiring on July 19, 2026.

Use of Proceeds of the Offering

The Company intends to use the gross proceeds from the FT Placement to incur, on its mineral projects in British Columbia, eligible "Canadian exploration expenses" that will also qualify as "flow-through critical mineral mining expenditures" under the Income Tax Act (Canada). The Company intends to allocate the funds to its 2026 drill programs at one or more of the Company's Excalibur, Castle and Camelot projects.

The securities to be offered under the Offering 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 or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Prospect Ridge Resources Corp.

Prospect Ridge Resources Corp. is a British Columbia-based exploration and development company focused on critical metals and gold. Led by a management and technical team with over 100 years of combined mineral exploration experience, Prospect Ridge is dedicated to advancing its portfolio of properties in the Golden Horseshoe and Cariboo regions of north-central British Columbia that have the potential to become the next large copper/gold porphyry discovery across this vastly under-explored region.

Contact Information

Prospect Ridge Resources Corp.
Mike Iverson - Chairman, Director
Email: mike@miverson.ca

Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

This release includes certain statements and information ("FLI") that may constitute forward-looking information within the meaning of applicable Canadian securities laws. FLI relates to future events or future performance and reflect the current expectations or beliefs of the Company's management. Anything that is not historical fact is FLI. Generally, FLI can be, without limitation, identified by the use of forward-looking wording such as "plans", "intends", "believes", "expects", "anticipates" or "estimates", and statements or phrases that certain actions, events or results "may", "might", "could", "should" or "would" occur, and similar expressions. FLI is not historical fact, is made as of the date of this news release and includes, without limitation, statements and discussions of future plans, intentions, expectations, estimates and forecasts, and statements as to management's intentions and expectations with respect to, among other things, positive exploration results at the Camelot, Holy Grail/Knauss Creek, Castle or Excalibur Projects. FLI involves numerous risks and uncertainties, and are based on assumptions, and actual results might differ materially from results suggested in any FLI. These risks and uncertainties include, among other things, the availability of financing to continue exploration activities, the availability and cost of qualified exploration personnel and service providers, and that future exploration results at the Camelot, Holy Grail/Knauss Creek, Castle or Excalibur Projects will not be as anticipated. In making any FLI in this news release, the Company has applied several material assumptions, including without limitation, that future exploration results at the Camelot, Holy Grail/Knauss Creek, Castle or Excalibur Projects will be as anticipated. Although management has endeavored to evaluate and use reasonable assumptions and to identify important factors that could cause actual results to differ materially from those contained in FLI, these assumptions may prove incorrect and there may be other factors that cause results not to be as intended, expected, anticipated or estimated. There can be no assurance that FLI will prove to be accurate, and actual results and future events could differ materially from those expressed in FLI. Accordingly, readers should not place undue reliance on FLI, and are further cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any FLI expressed or incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.

SOURCE: Prospect Ridge Resources Corp

View the original press release on ACCESS Newswire

FAQ

What were the terms of Prospect Ridge's flow-through placement on March 18, 2026 (PRRSF)?

The company issued 5,000,000 FT shares at $0.09 for gross proceeds of $450,000. According to the company, finder fees of $31,500 and 350,000 warrants at $0.15 for two years were also paid.

How will PRRSF use the $450,000 raised in the flow-through placement?

Proceeds will fund 2026 drill programs on its BC projects Excalibur, Castle and Camelot. According to the company, expenditures will qualify as Canadian exploration expenses and flow-through critical mineral mining expenditures.

What are the investor implications of the finder warrants issued in the PRRSF placement?

Finder warrants total 350,000, exercisable at $0.15 for two years, creating potential dilution if exercised. According to the company, warrants accelerate if the share trades at $0.25 for ten consecutive trading days.

Are the securities from Prospect Ridge's placement tradable in the United States (PRRSF)?

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. According to the company, U.S. persons are excluded absent registration or exemption.

When do the statutory hold periods on the PRRSF placement securities expire?

The statutory hold period on all securities from the placement expires on July 19, 2026. According to the company, investors cannot trade those securities in Canada until the hold period lapses.