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Trifecta Gold Announces Private Placements

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private placement

Trifecta Gold (OTCQB:TRRFF) announced non-brokered private placements of up to 4,000,000 flow-through shares at $0.20 and up to 3,000,000 common shares at $0.17. Insiders may participate. Proceeds will fund Yukon exploration and working capital, subject to TSX Venture approval and a four-month-plus-one-day hold.

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AI-generated analysis. How Rhea-AI works. Not financial advice.

Positive

  • Potential issuance of up to 4,000,000 flow-through shares at $0.20
  • Potential issuance of up to 3,000,000 common shares at $0.17
  • Proceeds earmarked to fund exploration activities in the Tombstone Gold Belt
  • Additional funds allocated to general working capital purposes

Negative

  • Up to 7,000,000 new shares may dilute existing Trifecta Gold shareholders
  • Private placements remain subject to TSX Venture Exchange approval
  • New securities carry a four-month-plus-one-day hold period in Canada
  • Payment of finder's fees increases the cost of raising capital

News Market Reaction – TRRFF

+11.16%
+11.16% News Effect

On the day this news was published, TRRFF gained 11.16%, reflecting a significant positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

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NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES AND NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES

VANCOUVER, BC / ACCESS Newswire / June 15, 2026 / Trifecta Gold Ltd. (TSX-V:TG)(OTCQB:TRRFF) ("Trifecta" or the "Company") announces Private Placements to consist of the sale of up to 4,000,000 Flow-through shares at a price of $0.20 per Flow-through share, and up to 3,000,000 common shares at a price of $0.17 per share.

Insiders may participate in the Private Placements including subscriptions from related parties of the Company as defined in Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The participation of Insiders in the Private Placements is exempt from formal valuation and minority shareholder approval requirements pursuant to exemptions contained in sections 5.5(c) and 5.7(1)(a) of MI 61-101.

The Private Placements are subject to all necessary regulatory approvals, including acceptance from the TSX Venture Exchange. The securities issued under the Private Placements will be subject to a hold period under applicable securities laws in Canada expiring four months and one day from the closing date of the Private Placements. Finder's fees will be paid in connection with a portion of the Private Placements. The proceeds from these Private Placements will be used to fund exploration activities and for working capital purposes.

Tombstone Gold Belt

Extending more than 1000 km from the Fairbanks district in Alaska eastward across the entire width of Yukon, the Tombstone Gold Belt hosts many large Reduced Intrusion-Related Gold System (RIRGS) mines such as Fort Knox in Alaska (>10 million oz), Eagle and Olive in Yukon (>4 million oz) and the past-producing Brewery Creek Mine, also in Yukon. Since May 2020 over 20 million additional ounces of gold have been discovered in the Yukon portion of the belt, including Snowline Gold's Tier 1 Valley discovery, Sitka Gold's RC deposit, Banyan Gold's AurMac deposits and Victoria Gold's Raven deposit.

Tombstone Gold Belt systems are characterized by sheeted, auriferous quartz veins forming in the carapace zones of Cretaceous-age plutons. They have a characteristic geochemical signature with a gold-bismuth-tellurium±tungsten core within a broader gold-arsenic halo. The deposits are found within and surrounding the reduced intrusions and typically exhibit a geophysical signature comprising a magnetic low (ie. reduced) coinciding with a conductivity low. Veining in RIRGS is typically zoned with a core of sheeted veins surrounded by more discrete gold-arsenic veins and more distal silver-lead-zinc veins.

About Trifecta Gold Ltd.

Trifecta is a Canadian-based precious metals exploration company dedicated to increasing shareholder value through the discovery and development of 100% held gold projects in mining friendly jurisdictions. Trifecta has secured an option to acquire a 100% interest in Mt. Hinton, Rye and 9 other highly prospective, intrusion-related gold projects located in Yukon's Tombstone Gold Belt where over 20 million ounces of gold have been discovered since May 2020. The Company's Eureka Project hosts an 8 x 2.5 kilometre belt of surface showings and anomalous gold-in-soil that straddle the headwaters of two of the most productive placer creeks in Yukon's southern Klondike Goldfields. Trifecta's Treble Project covers a large hydrothermal system, located midway between Western Copper and Gold Corporation's Casino Deposit, the largest copper and gold deposit in the Yukon, and Rockhaven Resources Ltd.'s Klaza Deposit, a high-grade gold-silver deposit.

The securities referred to in this news release 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 within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer for the sale of securities, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.

ON BEHALF OF THE BOARD

"Richard Drechsler"

President and CEO

For further information concerning Trifecta or its various exploration projects please visit www.trifectagold.com or contact:

Corporate Information
Trifecta Gold Ltd.
Richard Drechsler
President and CEO
Tel: (604) 687-2522

This news release may contain forward looking statements based on assumptions and judgments of management regardingfuture events or results that may prove to be inaccurate as a result of exploration and other risk factors beyond its control, andactual results may differ materially from the expected results.

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

SOURCE: Trifecta Gold Ltd.



View the original press release on ACCESS Newswire

FAQ

What private placements did Trifecta Gold (OTCQB:TRRFF) announce on June 15, 2026?

Trifecta Gold announced non-brokered private placements of flow-through and common shares. According to Trifecta Gold, it plans to sell up to 4,000,000 flow-through shares at $0.20 and up to 3,000,000 common shares at $0.17 per share.

How will Trifecta Gold use the proceeds from the TRRFF private placements?

Proceeds are planned for exploration and working capital. According to Trifecta Gold, funds will support exploration activities, including projects in the Tombstone Gold Belt, with remaining capital applied to general corporate and working capital needs.

Can insiders participate in the Trifecta Gold (TRRFF) private placements?

Insiders may participate in the offerings. According to Trifecta Gold, related parties can subscribe under Multilateral Instrument 61-101 exemptions, which remove requirements for a formal valuation and minority shareholder approval for this specific transaction.

What are the regulatory conditions for Trifecta Gold’s June 2026 private placements?

The offerings require regulatory acceptance. According to Trifecta Gold, the private placements are subject to all necessary approvals, including TSX Venture Exchange acceptance, and the issued securities will be subject to a four-month-plus-one-day Canadian hold period.

What are the terms of the Trifecta Gold flow-through shares and common shares?

The company is offering different share classes at set prices. According to Trifecta Gold, flow-through shares are priced at $0.20 each, while common shares are priced at $0.17, with both offered on a non-brokered private placement basis.

Will finder’s fees be paid in the Trifecta Gold (TRRFF) private placements?

Yes, finder’s fees are expected on part of the financing. According to Trifecta Gold, finder’s fees will be paid in connection with a portion of the private placements, which increases the overall transaction cost of raising capital.

How are Trifecta Gold’s exploration plans linked to the Tombstone Gold Belt?

Proceeds are intended to support exploration in this prolific belt. According to Trifecta Gold, the Tombstone Gold Belt hosts multiple reduced intrusion-related gold system deposits, making it a key focus area for the company’s ongoing exploration activities.