Maple Gold Mines Ltd. (TSX-V: MGM) is pleased to announce that further to its news release on November 4, 2024, the Company has closed its previously announced brokered private placement offering, pursuant to which the Company has issued: (i) 32,695,384 non-flow-through units of the Company at a price of $0.065 per NFT Unit; and (ii) 35,935,000 flow-through common shares of the Company at a price of $0.08 per FT Share  for total gross proceeds to the Company of $5,000,000. The Offering was led by Beacon Securities Limited as sole lead agent and bookrunner, on behalf of a syndicate of agents, including Agentis Capital Markets Limited Partnership and Paradigm Capital Inc.

Each NFT Unit consists of one common share of the Company and one-half of one common share purchase warrant of the Company. Each Warrant entitles the holder thereof to acquire one non-flow-through common share of the Company at a price per Warrant Share of $0.10 until November 14, 2027.

Each FT Share shall qualify as a “flow-through share” for the purposes of the Income Tax Act (Canada).

The Offered Securities were offered pursuant to Part 5A of National Instrument 45-106 – Prospectus Exemptions to purchasers resident in Canada, and in other qualifying jurisdictions outside of Canada that were mutually agreed to by the Company and Beacon pursuant to relevant prospectus or registration exemptions in accordance with applicable laws. The Offered Securities issued under the Listed Issuer Financing Exemption to Canadian subscribers are not subject to a hold period in Canada.

The Company will use an amount equal to the gross proceeds from the sale of the FT Shares to incur eligible “Canadian exploration expenses” (as defined in the Tax Act): (i) that will qualify as “flow-through mining expenditures” (as defined in the Tax Act) and, (ii) in respect of Québec resident subscribers who are eligible individuals under the Taxation Act (Québec), that will also qualify for inclusion in the “exploration base relating to certain Québec exploration expenses” within the meaning of section 726.4.10 of the Québec Tax Act and for inclusion in the “exploration base relating to certain Québec surface mining expenses” within the meaning of section 726.4.17.2 of the Québec Tax Act related to the Company’s mineral properties located in Québec, Canada on or before December 31, 2025. All Qualifying Expenditures will be renounced in favour of the subscribers effective December 31, 2024. The Company intends to use the net proceeds from the sale of NFT Units for general and administrative expenses and unallocated working capital purposes over a period of 12 months following closing of the Offering.

In connection with the Offering, the Company: (i) paid cash commissions to the Agents equal to $286,798.50; and (ii) issued a total of 3,914,723 non-transferable compensation warrants of the Company to the Agents. Each Compensation Warrant entitles the holder to acquire one common share of the Company at a price of $0.065 per Compensation Share until November 14, 2027. The Offering remains subject to final acceptance of the TSX Venture Exchange.

The securities issued pursuant to the Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act“) or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws.

About Maple Gold

Maple Gold Mines Ltd. is a Canadian advanced exploration company focused on advancing the district-scale Douay and Joutel gold projects located in Québec’s prolific Abitibi Greenstone Gold Belt. The projects benefit from exceptional infrastructure access and boast ~400 km² of highly prospective ground including an established gold mineral resource at Douay with significant expansion potential as well as the past-producing Telbel and Eagle West mines at Joutel. In addition, the Company holds an exclusive option to acquire 100% of the Eagle Mine Property, a key part of the historical Joutel mining complex.

The district-scale property package also hosts a significant number of regional exploration targets along a 55-km strike length of the Casa Berardi Deformation Zone that have yet to be tested through drilling, making the project ripe for new gold and polymetallic discoveries. The Company is currently focused on carrying out exploration and drill programs to grow mineral resources and make new discoveries to establish an exciting new gold district in the heart of the Abitibi.