
Canoe Mining Ventures Corp. (TSX-V: CLV) is pleased to announce that it has closed the second and final tranche of its non-brokered private placement of subscription receipts of the Company. In the Second Tranche, the Company issued 4,377,372 Subscription Receipts at a price of C$0.115 per Subscription Receipt for gross proceeds of C$503,397.78. Together with the first tranche of 79,015,126 Subscription Receipts for gross proceeds of C$9,086,739.49 announced on October 5, 2026, the Company has issued an aggregate of 83,392,498 Subscription Receipts for total gross proceeds of C$9,590,137.27 under the Concurrent Financing, exceeding the C$6,200,000 minimum financing announced on July 29, 2026 by more than 50%. The Concurrent Financing is being completed in connection with the Company’s previously announced business combination with Longview Gold Corp. pursuant to a business combination agreement dated July 24, 2026.
The Subscription Receipts will convert automatically into one unit (a “Unit”) of the Company upon satisfaction of the Release Conditions (as defined below), without payment of additional consideration or further action by the holder. Each Unit will consist of one pre-Consolidation common share of the Company (a “Canoe Share”) and one-half of one common share purchase warrant (each whole such share purchase warrant, a “Canoe Warrant”). Each Canoe Warrant will be exercisable to acquire one additional pre-Consolidation Canoe Share at an exercise price of C$0.18 for 36 months from the date of closing of the Concurrent Financing. These terms are stated on a pre-Consolidation basis and will be adjusted for the previously announced 3.32-for-one share consolidation to be effected in connection with the Transaction (the “Consolidation”), which remains subject to approval of the Company’s shareholders at the annual and special meeting of shareholders to be held on November 23, 2026.
The Company also announces that its annual and special meeting of shareholders, previously scheduled for November 10, 2026, has been rescheduled to November 23, 2026.
The gross proceeds of the Second Tranche have been deposited and are held in escrow with Marrelli Trust Company Limited, together with the proceeds of the first tranche, pending satisfaction of customary escrow release conditions, including satisfaction of all conditions precedent to the completion of the Transaction other than the Consolidation and receipt of all required approvals, including final approval of the TSX Venture Exchange (the “Release Conditions”). If the Release Conditions are not satisfied by the termination date, the escrowed proceeds will be returned to holders and the Subscription Receipts will be cancelled.
Net proceeds are intended for exploration at the Red Hill Project in Nevada, including a deep drilling program, and for Transaction costs and general working capital.
In connection with the Second Tranche, the Company will issue an aggregate of 18,000 broker warrants (the “Broker Warrants”) to eligible finders upon completion of the Transaction, bringing the total Broker Warrants issuable under the Concurrent Financing to 3,916,610. Each Broker Warrant will be exercisable to acquire one pre-Consolidation Canoe Share at an exercise price of C$0.115 for a period of two years from the date of closing of the Concurrent Financing.
All securities issued and issuable in connection with the Second Tranche are subject to a statutory hold period expiring February 21, 2027. The Concurrent Financing remains subject to final approval of the TSX Venture Exchange.
About Canoe Mining Ventures Corp.
Canoe Mining Ventures Corp. is a Canadian mineral exploration company focused on identifying, acquiring, and advancing exploration assets. The Company seeks to generate value through property acquisitions, geological evaluation, and disciplined project development in jurisdictions with strong mining frameworks and infrastructure.
About Longview Gold Corp.
Longview Gold Corp. is a private company incorporated under the Business Corporations Act (British Columbia) which holds an option to acquire the Red Hill Project. Longview is not a reporting issuer in any jurisdiction. Longview’s activities are concentrated on the acquisition of mineral exploration properties and the exploration, evaluation, and related activities thereon
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