Signature Resources Announces Closing of Upsized Non-Brokered Private Placement

Rhea-AI Summary

Signature Resources (TSXV: SGU; OTCQB: SGGTF) closed an upsized non-brokered private placement on October 30, 2025, issuing 23,000,000 Charity FT Units, 10,458,401 FT Units and 18,533,298 NFT Units for gross proceeds of C$3,417,835. Units were issued at C$0.077, C$0.060 and C$0.055 respectively, each with one-half warrant (exercise C$0.10, 12 months).

Including a prior share-for-debt tranche, the Company will issue 58,358,095 common shares and 29,179,047 warrants. Insiders acquired direction and control over 37% of the Offering. Net proceeds will fund the ~3,000 metre 2025 diamond drilling program at Lingman Lake and general working capital; the Offering is subject to TSXV acceptance.

Positive

• Gross proceeds of C$3,417,835
• Financing enables a ~3,000 metre 2025 drill program
• 58,358,095 common shares issued (capital raised)

Negative

• Insiders acquired direction and control over 37% of the Offering
• Issuance of 29,179,047 warrants creates potential dilution
• Offering is subject to TSXV acceptance

Toronto, Ontario--(Newsfile Corp. - October 30, 2025) - Signature Resources Ltd. (TSXV: SGU) (OTCQB: SGGTF) (FSE: 3S30) ("Signature" or the "Company") is pleased to announce that it has closed its non-brokered private placement offering (the "Offering") and is issuing 23,000,000 charity flow-through units ("Charity FT Units"), 10,458,401 flow-through units ("FT Units") and 18,533,298 non-flow-through units ("NFT Units") for gross proceeds of to C$3,417,835 These totals exclude the issuance of NFT Units for the share-for-debt transaction that closed as an initial tranche of the Offering announced on October 22, 2025.

Each Charity FT Unit has been issued at $0.077 per unit, each FT Unit at $0.060 per unit, and each NFT Unit at $0.055 per unit. Each unit consists of one common share of the Company ("Common Share") and one-half of one common-share purchase warrant ("Warrant"). Each whole Warrant will entitle the holder to acquire one additional Common Share (a "Warrant Share") at a price of $0.10 per Warrant Share for a period of 12 months from the date of issuance.

The Common Shares and Warrants comprising the Charity FT Units and FT Units will qualify as "flow-through shares" within the meaning of subsection 66(15) of the Income Tax Act (Canada). The Warrant Shares will not qualify as flow-through shares. All securities issued pursuant to the Offering will be subject to a four-month hold period in accordance with applicable securities laws and TSX Venture Exchange ("TSXV") policies.

On September 25, 2025, the Company announced a non-brokered private placement for gross proceeds of C$3,000,000 (the "Offering") of FT Units and NFT Units. On October 22, 2025, the Company announced that it has amended the Offering to include Charity FT Units, in addition to the FT Units and NFT Units originally disclosed. In response to strong investor demand, the Company has also increased the targeted Offering size to C$3,700,000 inclusive of the share-for-debt transaction. The Company also announced the closing of the first tranche of the Offering with the issuance of 6,363,636 NFT Units for the settlement of $350,000 of outstanding indebtedness.

"We are very pleased to announce the closing of this financing as it allows us to commence our 2025 diamond drilling program of approximately 3,000 metres. The drill program will be targeting a large 3D IP/Mag anomaly that is down plunge from higher grade structures drilled to date (see Figure 1 below). We believe will demonstrate the ability to greatly expand the Lingman Lake deposit at depth and laterally to the West. We believe our drill targeting for these expansion opportunities have been enhanced by improved modeling from our initial resource and the incorporation of our geophysics. We are very excited to see the results of this next drilling campaign that will be exploring entirely new areas within the Lingman Lake project."

- J. Dan Denbow, CFA - President, CEO and Director

Figure 1: Section 507780E Large Low Resistivity Anomaly Down Plunge from Existing Resource 

To view an enhanced version of this graphic, please visit:
https://images.newsfilecorp.com/files/8296/272634_e0a55d24740428a8_001full.jpg

As part of the entire Offering (including the shares for debt transaction) insiders of the Company purchased or acquired direction and control over 37% of the Offering by acquiring 6,250,067 FT Units and 15,200,000 NFT Units, constituting a "related party transaction" within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). With the entirety of the Offering closing, the company is issuing 58,358,095 Common Shares and 29,179,047 Warrants.

The Offering is subject to the acceptance of the TSX Venture Exchange. All securities issued pursuant to the Offering will be subject to a statutory hold period of four months and one day from the date of issuance, in accordance with applicable securities laws. Finders fees totalling $3,000 in cash and 50,000 broker warrants with an exercise price of $0.06 per share for a period of 24 months from the closing of the Offering will be paid as part of the transaction.

The net proceeds from the Offering will be used for exploration activities on the Company's Lingman Lake Gold Project and for general working capital purposes. It is anticipated that approximately one-third of the net proceeds will be used for general working capital purposes and the remainder on exploration activities including the 2025 drill campaign, evaluation of the drill core and additional geologic studies including a metallurgical program. None of the proceeds will be used for investor relations service providers.

Qualified Person

The scientific and technical content of this press release have been reviewed and approved by Mr. Walter Hanych, P. Geo, consultant and Head Geologist, is a Qualified Persons under NI 43-101 regulations.

About Signature Resources Ltd.

The Company is a Canadian based advanced stage exploration company focused on expanding the 100% Lingman Lake gold deposit, located within the prolific Red Lake district in Northwestern Ontario, Canada. The Lingman Lake gold property (the "Property") consists of 1,274 single-cell and 13 multi-cell staked claims, four freehold fully patented claims and 14 mineral rights patented claims totaling approximately 24,821 hectares. The Property includes what has historically been referred to as the Lingman Lake Gold Mine, an underground substructure consisting of a 126.5-metre shaft, and 3-levels at depths of 46-metres, 84-metres and 122-metres. There has been over 43,222 metres of drilling done on the Property and four 500-pound bulk samples that averaged 19 grams per tonne of gold. The Company's initial mineral resource estimate contain an indicated 95,200 ounces with an average grade of 1.38 g/t Au and inferred 674,320 ounces at an average grade of 1.14 g/t Au at a cutoff grade of 0.30 g/t. The company is focused on rapidly expanding the known mineralized envelop with its 100% owned diamond drilling rigs. In November 2023, Wataynikaneyap Power energized a new 115kV high tension transmission line within 40 km of the historic Lingman Lake Mine (https://www.wataypower.ca/).

To find out more about Signature, visit www.signatureresources.ca or contact:

Dan Denbow
Chief Executive Officer
(800) 259-0150
info@signatureresources.ca

or contact:
Renmark Financial Communications Inc.
John Boidman: jboidman@renmarkfinancial.com
Tel: (416) 644-2020 or (212) 812-7680
www.renmarkfinancial.com

Cautionary Notes

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.

This news release contains forward-looking statements which are not statements of historical fact. 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". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management's expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward-looking information in this news release includes, but is not limited to, the Company's objectives, goals or future plans, statements, exploration results, potential mineralization, the estimation of mineral resources, exploration and mine development plans, timing of the commencement of operations and estimates of market conditions and risks associated with infectious diseases and global geopolitical events. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to changes in general economic and financial market conditions, failure to identify mineral resources, failure to convert estimated mineral resources to reserves, the inability to complete a feasibility study which recommends a production decision, the preliminary nature of metallurgical test results, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, political risks, inability to fulfill the duty to accommodate First Nations and other indigenous peoples, uncertainties relating to the availability and costs of financing needed in the future, changes in equity markets, inflation, changes in exchange rates, fluctuations in commodity prices, delays in the development of projects, capital and operating costs varying significantly from estimates and the other risks involved in the mineral exploration and development industry, and those risks set out in the Company's public documents filed on SEDAR+. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. 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.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/272634

FAQ

How much did Signature Resources (SGGTF) raise in the October 30, 2025 private placement?

Signature raised gross proceeds of C$3,417,835 from the private placement.

What units and prices were issued in Signature's October 30, 2025 financing (SGGTF)?

The Company issued Charity FT Units at C$0.077, FT Units at C$0.060 and NFT Units at C$0.055 per unit.

How will Signature (SGGTF) use the net proceeds from the private placement?

Net proceeds will fund exploration at Lingman Lake including a ~3,000 metre 2025 diamond drill program, evaluation of drill core, geologic studies and approximately one-third for general working capital.

How many shares and warrants did Signature issue as part of the Offering (SGGTF)?

Including the share-for-debt tranche, the Company is issuing 58,358,095 common shares and 29,179,047 warrants.

Did insiders participate in Signature Resources' October 2025 financing (SGGTF)?

Yes. Insiders acquired direction and control over 37% of the Offering by acquiring FT and NFT Units.

Are there any finder fees or broker warrants in Signature's financing (SGGTF)?

Finders fees totalled $3,000 in cash and 50,000 broker warrants exercisable at C$0.06 for 24 months.