Canoe Mining Ventures Closes C$9.1 Million Financing
News related to:Canoe Mining Ventures Corp · 2 min read
Canoe Mining Ventures Corp. has successfully closed a C$9.1 million upsized subscription receipt financing, significantly exceeding the initial C$6.2 million target announced on July 29, 2026. The company issued 79,015,126 Subscription Receipts, raising gross proceeds of C$9,086,739.49. This financing is part of a broader business combination with Longview Gold Corp., as detailed in a business combination agreement dated July 24, 2026.
Each Subscription Receipt will automatically convert into one unit (a "Unit") of the company upon satisfaction of the Release Conditions, without additional payment or further action by the holder. Each Unit consists of one pre-Consolidation common share and one-half of one common share purchase 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, which remains subject to approval of the company's shareholders at an annual and special meeting to be held on November 10, 2026.
The gross proceeds of the closing have been deposited and are held in escrow with Marrelli Trust Company Limited (the "Escrow Agent") pending satisfaction of customary escrow 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. Canoe Mining Ventures expects to complete a second and final tranche of the Concurrent Financing on or before October 13, 2026.
Net proceeds from the financing are intended for exploration at the Red Hill Project in Nevada, including a deep drilling program, and for Transaction costs and general working capital. The company will also issue an aggregate of 3,898,610 broker warrants (the "Broker Warrants") to eligible finders upon completion of the Transaction. 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.
Insiders of the company subscribed for 2,092,000 Subscription Receipts in the closing, for gross proceeds of C$240,580. This participation constitutes a "related party transaction" under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The company relied on the exemptions from the formal valuation and minority shareholder approval requirements in sections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that the fair market value of the Subscription Receipts issued to, and the consideration paid by, the related parties does not exceed 25% of the company's market capitalization, determined in accordance with MI 61-101. The company did not file a material change report in respect of the related party participation more than 21 days before closing, as the details were not settled until shortly before closing and the company wished to close on an expedited basis for sound business reasons.
All securities issued and issuable in connection with the closing are subject to a statutory hold period expiring February 2, 2027. The Concurrent Financing remains subject to final approval of the TSX Venture Exchange.