
Opus One Gold Corporation (TSX-V:OOR) is pleased to announce the first closing of a non-brokered private placement of flow-through shares which qualifies as a “flow-through share” within the meaning of Subsection 66(15) of the Income Tax Act (Canada) (the “Tax Act“) and Section 359.1 of the Taxation Act (Québec) (for aggregate gross proceeds of $967,750.05. In total, the Company issued 14,870,770 FT Shares at a price per FT Share of $0.065.
The gross proceeds from the sale of FT Shares will be used by the Company to incur expenses described in paragraph (f) of the definition of “Canadian exploration expense” in subsection 66.1(6) of the Tax Act and paragraph (c) of the definition of CEE in section 395 of the QTA, and will be renounced (on a pro rata basis) in favour of the relevant purchaser for both federal and Québec tax purposes no later than December 31, 2025, pursuant to the terms of the subscription agreement entered into between the Company and each purchaser of FT Shares. Such expenses will also qualify as “flow-through mining expenditures” as defined in subsection 127(9) of the Tax Act for the purposes of the federal tax credit described in paragraph (a.2) of the definition of “investment tax credit” in subsection 127(9) of the Tax Act.
For purchasers of FT Shares residing in the Province of Québec, as reported in the Company’s news release dated March 25, 2025 announcing the Offering, 10% of the amount of the CEE will be eligible for inclusion in the deductible “exploration base relating to certain Québec exploration expenses” and 10% of the amount of the CEE will be eligible for inclusion in the deductible “exploration base relating to certain Québec surface mining exploration expenses” (as such terms are defined in sections 726.4.10 and 726.4.17.2 of the QTA, respectively, for the purposes of the deductions described in section 726.4.9 and 726.4.17.1 of the QTA), giving rise to an additional 20% deduction for Québec tax purposes.
The FT Share were offered by way of the “accredited investor” exemption under National Instrument 45-106 – Prospectus Exemptions in all the provinces of Canada. The FT Shares are subject to a four-month hold period in Canada following the closing of the Offering. In connection with the Offering, the Company paid $27.887.50 in cash finders fees to arm’s length finders.
The Company expects to proceed shortly with a second closing of the Offering, which remains subject to the final approval of the TSX Venture Exchange and other customary closing conditions.
Stockwatch publication
The Company wishes to comment three publications that were posted on stockwatch.com on April 3, 2025 relating to past private placements of the Company under $0.05. These publications do not relate to any current offering of the Company but concern past offerings completed by the Company for which the TSXV recently issued bulletins for final approval. Such bulletins are automatically published on stockwatch.com when released by the TSXV, regardless of one such offerings were closed.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of the release.
ABOUT OPUS ONE GOLD CORPORATION
Opus One Gold Corporation is a mining exploration company focused on discovering high quality gold and base metals deposits within strategically located properties in proven mining camps, close to existing mines in the Abitibi Greenstone Belt, north-western Quebec and north-eastern Ontario – one of the most prolific gold mining areas in the world. Opus One holds assets in Val-d’Or and Matagami areas.
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