Trans Canada Gold Announces $1.5 Million CDN Non-Brokered Private Placement for Phase 2- Drilling at the Harrison Lake District Scale Gold Property
Trans Canada Gold (TTGXF) plans a non-brokered private placement of up to C$1.5 million to fund Phase 2 drilling at its Harrison Lake district-scale gold project in British Columbia.
Rhea-AI Summary
Trans Canada Gold (TTGXF) plans a non-brokered private placement of up to C$1.5 million to fund Phase 2 drilling at its Harrison Lake district-scale gold project in British Columbia.
The financing combines up to 3,947,368 flow-through units at C$0.19 for gross proceeds of up to C$750,000 and up to 4,411,764 non-flow-through units at C$0.17 for up to C$750,000, each unit including one share and one-half warrant exercisable at C$0.30 for two years. The offering is subject to TSX Venture Exchange approval and a four-month hold period, with closing expected by mid-October 2026. Net flow-through proceeds will fund eligible 2026 Canadian exploration expenditures at Harrison Lake. Phase 1 underground drilling is completed, with core secured and to be analyzed by Photon Assay. Phase 2 underground and surface drilling has a C$1.5 million budget, including at least 2,500 meters underground and 1,500 meters of surface drilling.
Positive
- Planned financing up to C$1.5 million via flow-through and non-flow-through units for exploration and working capital
- Flow-through component up to C$750,000 at C$0.19 per FT Unit, dedicated to eligible Canadian exploration at Harrison Lake
- Non-flow-through component up to C$750,000 at C$0.17 per Unit, supporting Phase 2 drilling and working capital
- 15% over-allotment option allows up to additional 592,105 FT Units and 661,765 NFT Units for about C$225,000 extra gross proceeds
- Phase 1 underground drilling completed, with core secured and to be analyzed using Photon Assay for high-grade gold
- Phase 2 budget of C$1.5 million covers at least 2,500 m underground and 1,500 m surface drilling plus contingencies
Negative
- Equity financing with warrants implies potential shareholder dilution from up to 8.36 million units plus over-allotment
- Offering and over-allotment remain subject to TSX Venture Exchange approval and may not close as expected
- Four-month hold period restricts liquidity for investors in all securities issued under the offering
AI-generated analysis. How Rhea-AI works. Not financial advice.
VANCOUVER, BC / ACCESS Newswire / September 14, 2026 / Trans Canada Gold Corp. (TSXV:TTG)(OTCQB:TTGXF) ("Trans Canada" or the "Company"), is pleased to announce that the Company proposes to raise gross proceeds of up to
- Up to 3,947,368 units in a flow-through Private Placement of the Company, to be issued on a "flow-through" basis (the "FT Units"), under applicable tax law at a subscription price of
$0.19 per FT Unit, for total gross proceeds of up to$750,000 (exclusive of the proceeds on the exercise of the warrants accompanying the FT Units (the "Flow-Through Unit Offering"). Each FT Unit will consist of one (1) flow-through common share of the Company and one-half (1/2) of one share purchase warrant, each whole warrant exercisable into one (1) non-flow-through common share at an exercise price of$0.30 per share for a period of two (2) years from the date of issuance. Each flow-through share qualifies as a "flow-through share" for the purposes of the Income Tax Act (Canada).
- Up to 4,411,764 units (the "Units"), in a non-flow-through private placement (the "NFT Offering"), at a subscription price of CDN
$0.17 per Unit for total gross proceeds of up to$750,000 . (exclusive of the proceeds on the exercise of the warrants accompanying the Units). Each Unit will consist of one (1) common share of the Company and one-half (1/2) of one share purchase warrant, each whole warrant is exercisable into one (1) non-flow through common share at an exercise price of$0.30 per share for a period of two (2) years from the date of issuance.
- The Flow-Through Unit Offering and the NFT Offering together, the "Offering" are subject to approval from the TSX Venture Exchange and all of the securities issued pursuant to the Offering will be subject to a four month hold period from the date of issue in accordance with applicable securities laws.
The Company proposes to use the net proceeds from the Flow-Through Unit Offering for eligible Canadian exploration expenditures (as defined in the Income Tax Act (Canada) in connection with its exploration drilling activities at the Harrison Lake Gold Project area, located in southwestern British Columbia (the "Property"). These expenditures will be renounced for the 2026 tax year. Closing of the Offering are expected to occur by mid October 2026.
The Offering will be conducted on a private placement basis in accordance with prospectus exemptions under applicable securities laws.
The Company intends to use the proceeds of the Offering for year Phase 2 exploration and underground and surface drilling costs for the Property (
PHASE 1- UNDERGROUND DRILLING/HARRISON LAKE DISTRICT SCALE GOLD PROJECT- DRILLING COMPLETED
Phase -1 Drilling has been successfully completed and all drill core is being safely secured and stored, catalogued and being prepared for analysis, splitting and logging. The core will be analyzed for gold by the Photon Assay method, which is now the standard method to analyze for high grade, nuggety gold. Previous use of this assay method on the property has materially increased grades in the tested samples. This work will potentially increase the projects gold grade. All underground work and drilling are under the supervision of Carl von Einsiedel, P. Geo, Project Manager.
PHASE 2 - SURFACE & UNDERGROIUND DRILLING/HARRISON LAKE DISTRICT SCALE GOLD PROJECT-PROPOSED BUDGETS
Phase 2- Underground Drilling expenditures on the Property are budgeted as follows: Supervision, 3-D Geological modelling, (
Phase 2- Surface Drilling expenditures on the property are budgeted as follows: Geological Supervision surface exploration work (
In addition to other prospectus exemptions commonly relied on in private placements, the Offering will be available to existing shareholders of the Company who, as of the close of business on Sept 13th , 2026, held common shares of the Company (and who continue to hold such common shares as of the closing date), pursuant to the prospectus exemption set out in BC Instrument 45-534 - Exemption From Prospectus Requirement for Certain Trades to Existing Security Holders and in similar instruments in other jurisdictions in Canada (the "Existing Shareholder Exemption"). The Existing Shareholder Exemption limits a shareholder to a maximum investment of CAD
The Company will also make the Offering available to certain subscribers pursuant to BC Instrument 45-536 - Exemption from Prospectus Requirement for Certain Distributions Through an Investment Dealer (the "Investment Dealer Exemption"). In accordance with the requirements of the Investment Dealer Exemption, the Company confirms that there is no material fact or material change about the Company that has not been generally disclosed.
OVER-ALLOTMENT OPTION
The Offering is subject to a
THE HARRISON LAKE DISTRICT SCALE GOLD PROJECT- BEAR MOUNTIAN, SOUTHWESTERN, BRITISH COLUMBIA
The Company has successfully completed Phase 1- Drilling at Harrison Lake unlocking the significant gold potential for the expansion on the district scale Harrison Lake Gold Project. British Columbia is rapidly being recognized as a Tier 1, Jurisdictional and mining friendly asset destination now, fast tracking and advancing mining development projects and announcing billions in investments in an Ottawa-B.C. growth initiative favoring all Canadians. The Company is currently reviewing and improving operating efficiency and lowering operating costs intended to maximize future underground and surface drilling opportunities.
The style of mineralization Reduced Intrusion Related Gold System (RIRGS), gold in sheeted quartz veins in diorite intrusions, is similar to the gold deposit model of the Tintina Gold Belt that straddles the Yukon-Alaska border, and it has also been recognized that the mineralized diorite intrusions are localized along a regionally extensive shear zone adjacent to a large diorite batholith. Snowlines Gold recent discovery of the Valley deposit clearly demonstrates the size potential of these type of occurrences.
ABOUT TRANS CANADA GOLD CORP. - GOLD & MINERAL EXPLORATION/OIL AND GAS PRODUCTION/REVENUE PRODUCING OIL WELLS
The Company is a Canadian discovery focused Gold Exploration company focused on acquiring and drilling advanced gold, silver and critical base metal mineral assets situated in Canada and Oil & Gas Resource Development Exploration Company that is currently focused on developing and drilling its' production of conventional heavy oil exploration opportunities, increasing production capabilities, and increasing future oil production revenues through responsible exploration. The Company identifies, acquires and finances with its working interest partners, the ongoing development of oil and gas assets, primarily situated in Alberta Canada. The Company has qualified Senior exploration mining management and oil & gas Geological teams of professionals, seasoned in exploration production, field exploration and drilling. The Company currently works with Croverro Energy Ltd., who has demonstrated proficiency, expected of an experienced oil and gas technical team that has proven oil production, and revenue success with large multi-lateral wells currently under their supervision. The Company has the necessary manpower in place to develop its natural resource properties and manage its production properties. The Company is committed to minimizing risk through selective property acquisitions, and responsible exploration drilling, and maximizing long term gold and strategic mineral and petroleum and natural gas resource assets.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Tim Coupland, President and CEO
Trans Canada Gold Corp.
Tel: (604) 681-3131
astar@telus.net
www.transcanadagold.com
Mario Drolet
President
MI3 Communications Financieres Inc., Montreal Quebec
Tel: (514) 904-1333
Cell: ((514) 340-3813
E-Mail: Mario@mI3.ca
Neither the TSX Venture Exchange nor its Regulation Services Provider, (as the term is defined in the Policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE: Trans Canada Gold Corp.
View the original press release on ACCESS Newswire
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How is the Trans Canada Gold financing structured between flow-through and non-flow-through units?
The offering consists of up to 3,947,368 flow-through units at C$0.19 each for gross proceeds of up to C$750,000 and up to 4,411,764 non-flow-through units at C$0.17 each for up to C$750,000. Each unit, flow-through or non-flow-through, includes one share and one-half of a warrant, with each whole warrant exercisable into one non-flow-through share at C$0.30 for two years from issuance.
What is the over-allotment option associated with the offering?
The company has a 15% over-allotment option allowing it to sell up to an additional 661,765 non-flow-through units for extra gross proceeds of up to C$112,500 and up to an additional 592,105 flow-through units for up to another C$112,500, on the same terms as the main offering.
How will Trans Canada Gold use the proceeds from the private placement?
Net proceeds from the flow-through units will fund eligible Canadian exploration expenditures at the Harrison Lake gold project, to be renounced for the 2026 tax year. Overall offering proceeds are intended for Phase 2 underground and surface drilling costs at Harrison Lake, within a C$1.5 million budget, and for general working capital.
What work has been completed at the Harrison Lake project prior to this financing?
Phase 1 underground drilling at Harrison Lake has been completed. All drill core is secured, catalogued, and being prepared for splitting, logging, and analysis. The core will be analyzed for gold using the Photon Assay method, which the company reports previously increased grades in tested samples on the property.
What are the main elements of the Phase 2 underground and surface drilling budgets?
For Phase 2 underground drilling, planned spending includes C$100,000 for supervision and 3-D geological modelling, C$100,000 for mobilization and technical support, C$375,000 to complete a minimum of 2,500 meters of underground drilling, C$100,000 for first aid and Mine Act compliance, C$75,000 for assaying, and C$100,000 contingency. For Phase 2 surface drilling, the budget includes C$150,000 for geological supervision and surface exploration, C$100,000 for mobilization and technical support, C$225,000 to drill 1,500 meters in 15 holes, assay costs of C$150,000, and a 10% contingency.
Who can participate in the offering and under which prospectus exemptions?
The offering is conducted under prospectus exemptions and is available to investors relying on commonly used private placement exemptions. It is also open to existing shareholders who held common shares as of the close of business on September 13, 2026, under the Existing Shareholder Exemption, generally up to C$15,000 in a 12-month period unless suitability advice is obtained from a registered investment dealer. In addition, certain subscribers may participate under the Investment Dealer Exemption, and the company confirms there is no undisclosed material fact or material change.
What are the key conditions and restrictions attached to the securities issued in this financing?
The offering is subject to TSX Venture Exchange approval. All securities issued will be subject to a four-month hold period from their date of issuance under applicable securities laws. Closing of the offering is expected by mid-October 2026, but remains conditional on regulatory approval and completion of subscription agreements.