SASKATOON, Saskatchewan, Nov. 04, 2025 (GLOBE NEWSWIRE) -- GFG Resources Inc. (TSXV:GFG) (OTCQB:GFGSF) ("GFG" or the "Company") has closed the first tranche of its previously announced private placement financing (the "Offering") for gross proceeds of C$2,537,904. In connection with the Offering, Alamos Gold Inc. ("Alamos") (TSX:AGI; NYSE: AGI), (TSX: AGI; NYSE:AGI) purchased securities and now holds an approximate 11.1% interest in the Company. The Company intends to close the final tranche of the Offering on or about November 7, 2025.
Pursuant to the Offering, GFG issued 11,411,438 premium flow-through units of the Company (each, a "Premium Unit") at a price of C$0.2224 per Premium Unit for gross proceeds of C$2,537,904. Each Premium Unit consists of one common share of the Company and one-half of one share purchase warrant (each whole such share purchase warrant, a "Warrant"), with each Warrant entitling the holder thereof to acquire one additional common share of the Company at an exercise price of C$0.24 for a period of 24 months from the date of issuance. Each of the common shares and Warrants comprising the Premium Units qualify as a "flow-through share" for the purposes of the Income Tax Act (Canada).
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106, Prospectus Exemptions ("NI 45-106"), the Premium Units sold pursuant to the Offering have been issued pursuant to the Listed Issuer Financing Exemption under Part 5A of NI 45-106, and accordingly such securities will not be subject to a hold period pursuant to applicable Canadian securities laws. There is an amended and restated offering document on Form 45-106F19 related to the Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at www.gfgresources.com. The Offering remains subject to the final approval of the TSX Venture Exchange.
Related Party TransactionAlamos purchased 2,211,438 units by way of a share purchase agreement with a third party on November 3, 2025, for a total purchase price of C$353,830 (the "Transaction"). Prior to the closing of the Offering, Alamos held 30,550,212 common shares and 1,397,906 share purchase warrants of GFG, representing a security holding percentage of approximately 10.8% (or 11.3% assuming exercise of such share purchase warrants only). Following the closing of the Offering, Alamos will have beneficial ownership of, or control and direction over 32,761,650 common shares and 2,503,625 warrants of GFG, representing 11.1% of the issued and outstanding common shares of GFG immediately following closing of the Offering (or approximately 11.9% assuming exercise ...
