Unigold Proposes to Extend Warrants

Unigold (OTC: UGDIF) intends to extend the expiry of 53,433,675 share purchase warrants to March 31, 2026.

Rhea-AI Summary

Unigold (OTC: UGDIF) intends to extend the expiry of 53,433,675 share purchase warrants to March 31, 2026. Each warrant remains exercisable for one common share at $0.30 and all other terms stay unchanged. The warrants originated from multiple private placements completed between August 10, 2021 and May 16, 2023, and currently expire on December 31, 2024.

The company has applied to the TSX Venture Exchange for approval; the extension is subject to TSXV approval. 3,797,660 warrants are held by related parties; the company said exemptions to formal valuation and minority approval are available because insider-held warrants are under 25% of market capitalization. A material change report will be filed upon approval.

Positive

• Warrant quantity clarified: 53,433,675 warrants extended
• New expiry date set to March 31, 2026
• Exercise price remains fixed at $0.30, preserving investor terms

Negative

• Potential dilution from 53.4M warrants exercisable at $0.30
• 3,797,660 warrants held by related parties trigger related-party review

Argus Dec 10 session

+0.33% close to close Open Argus

Details

News Market Reaction – UGDIF

On Dec 10, the first trading day after this news, UGDIF closed 0.33% above the previous close.

Data tracked by StockTitan Argus for the Dec 10 session.

Key Figures

Warrants extended: 53,433,675 warrants Exercise price: $0.30 per share Aug 10 2021 warrants: 12,596,175 warrants +5 more

Warrants extended

53,433,675 warrants

Share purchase warrants with extended expiry to March 31, 2026

Exercise price

$0.30 per share

Exercise price for each extended share purchase warrant

Aug 10 2021 warrants

12,596,175 warrants

Issued in private placement closing August 10, 2021

Sep 7 2022 warrants

8,750,000 warrants

Issued in private placement closing September 7, 2022

Nov 1 2022 warrants

6,875,000 warrants

Issued in private placement closing November 1, 2022

May 10 2023 warrants

8,008,750 warrants

Issued in private placement closing May 10, 2023

May 16 2023 warrants

16,053,750 warrants

Issued in private placement closing May 16, 2023

Related party warrants

3,797,660 warrants

Held by parties considered related parties of the company

Historical Context

2 past events · Latest: Sep 03

2 events

1. Sep 03

   Private placement

   24h Move

   -12.3%

   Closed $140,000 non-brokered placement with units and $0.16 warrants.

2. Jun 24

   Private placement

   24h Move

   -5.1%

   Raised $1,568,000 via 19.6M units with four-year $0.12 warrants.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

share purchase warrants, private placement, TSX Venture Exchange, related parties, +3 more

7 terms

share purchase warrants financial

"extend the expiry dates of a total of 53,433,675 share purchase warrants"

A share purchase warrant is a tradable certificate that gives its holder the right to buy a company's stock at a set price within a specified time window. Think of it like a coupon that lets you purchase shares later at a fixed rate; for investors it offers leveraged upside if the stock rises, but can also dilute existing owners when exercised and affects the company’s future share count and value.

private placement financial

"were issued pursuant to a private placement which closed on August 10, 2021"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

TSX Venture Exchange regulatory

"The Company has made an application to the TSX Venture Exchange"

A junior stock exchange in Canada where smaller, early-stage companies list shares to raise capital and gain public visibility. Think of it as a farmers’ market for young businesses: it offers investors a chance to buy into fast-growing but higher-risk ventures, with looser listing rules and typically lower liquidity than major exchanges. It matters because performance and financing on this exchange can signal growth prospects or risk for investors.

related parties regulatory

"warrants are held by parties who are considered to be "related parties""

Related parties are people or organizations that have close ties to a company—such as owners, executives, family members, or other companies under common control—that can do business with it in ways a stranger would not. Investors care because deals between related parties can favor insiders, hide true costs or benefits, or mask risks; like a family agreeing on a price for a used car, these transactions may not reflect what an independent buyer would pay and can affect a company’s honesty about its finances.

related party transaction regulatory

"constitutes a "related party transaction" as contemplated by Multilateral Instrument 61-101"

A related party transaction is any deal or transfer of value between a company and people or entities with close ties to it — such as executives, major owners, family members, or affiliated businesses. Investors watch these transactions because they can favor insiders over outside shareholders, skirt fair market pricing, or hide risks; like selling your car to a relative at a friendly price, they require clear disclosure and scrutiny to judge impact on value.

Multilateral Instrument 61-101 regulatory

"as contemplated by Multilateral Instrument 61-101 Protection of Minority Shareholders"

Multilateral Instrument 61-101 is a securities regulation that sets rules for certain corporate deals—like mergers, asset sales, or related-party transactions—to protect minority shareholders by requiring extra disclosure, independent valuation and, in many cases, formal shareholder approval. Think of it as an impartial referee and checklist that forces companies to show the full playbook and get a vote or an independent price opinion, so investors can judge whether a proposed deal is fair and avoid being overridden by insiders.

material change report regulatory

"a material change report in respect of the warrant extension will be filed"

A material change report is a public notice that a company must file and share whenever new information or an event is significant enough to likely influence an investor’s decision. Think of it like an urgent update board that tells shareholders about big shifts—such as major deals, leadership changes, sudden losses, or legal issues—so investors can reassess risk and value with the same facts everyone else has.

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

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Toronto, Ontario--(Newsfile Corp. - December 9, 2025) - Unigold Inc. (TSXV: UGD) (OTC Pink: UGDIF) (FSE: UGB1) ("Unigold" or the "Company") announces that the Company intends to extend the expiry dates of a total of 53,433,675 share purchase warrants to March 31, 2026. Each of these warrants entitles the holder thereof to acquire one common share of the Company at a price of $0.30 per common share and all other terms of the warrants, including exercise price, will remain the same. The warrants were issued pursuant to the following private placements and all are set to expire on December 31, 2024:

• 12,596,175 warrants, including 375,850 warrants issued to insiders, were issued pursuant to a private placement which closed on August 10, 2021
• 8,750,000 warrants, including 1,850,000 warrants issued to insiders, were issued pursuant to a private placement which closed on September 7, 2022
• 1,150,000 warrants were issued pursuant to a private placement which closed on September 12, 2022
• 6,875,000 warrants were issued pursuant to a private placement which closed on November 1, 2022
• 8,008,750 warrants, including 850,000 warrants issued to insiders, were issued as part of a private placement that closed on May 10, 2023.
• 16,053,750 warrants, including 528,750 warrants issued to insiders, were issued from a private placement that closed on May 16, 2023.

The Company has made an application to the TSX Venture Exchange (the "TSXV") in respect of the Warrant Extensions. The Warrant Extensions are subject to the approval of the TSXV.

A total of 3,797,660 warrants are held by parties who are considered to be "related parties" of the Company. Therefore, the amendment of these warrants constitutes a "related party transaction" as contemplated by Multilateral Instrument 61-101 Protection of Minority Shareholders in Special Transactions, and TSXV Policy 5.9 - Protection of Minority Shareholders in Special Transactions. However, the exemptions from formal valuation and minority approval requirements provided for by these guidelines can be relied upon as the fair market value of the warrants held by insiders does not exceed 25% of the market capitalization of the Company. Upon receipt of the approval of the TSXV of the warrant extensions, a material change report in respect of the warrant extension will be filed by the Company.

For further information, please visit http://www.unigoldinc.com or contact:

Mr. Joseph Hamilton
Chairman & CEO
T. (416) 866-8157

Forward-Looking Statements

Certain statements contained in this document, including statements regarding events and financial trends that may affect our future operating results, financial position and cash flows, may constitute forward-looking statements within the meaning of the federal securities laws. The forward-looking statements contained in this document are made as of the date hereof and we assume no obligation to update the forward-looking statements. Where applicable, we claim the protection of the safe harbour for forward-looking statements provided by the (United States) Private Securities Litigation Reform Act of 1995. For more information, please visit https://www.unigoldinc.com/profile/forward-looking-statement.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/277492

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Unigold (UGDIF) propose on December 9, 2025 regarding warrants?

Unigold proposed extending 53,433,675 warrants to March 31, 2026 with an exercise price of $0.30 per share.

How many Unigold warrants are held by related parties and what does that mean for shareholders?

3,797,660 warrants are held by related parties, making the amendment a related-party transaction subject to MI 61-101 and TSXV Policy 5.9 review.

Are the Unigold warrant extensions effective now or subject to approval?

The extensions are subject to approval by the TSX Venture Exchange and will be effective only after TSXV approval.

What is the exercise price and how many shares could be issued if all Unigold warrants are exercised?

The exercise price is $0.30 and exercising all 53,433,675 warrants would issue the same number of common shares.

When were the extended Unigold warrants originally issued?

The warrants were issued in private placements closed between August 10, 2021 and May 16, 2023.