GFG Secures Funding to Expand Aljo and Advance New Discoveries at Goldarm with Alamos Gold Maintaining 10.8% Interest
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION TO THE UNITED STATES.
SASKATOON, Saskatchewan, Oct. 23, 2026 (GLOBE NEWSWIRE) — GFG Resources Inc. (TSXV: GFG | OTCQB: GFGSF) (“GFG” or the “Company”) is pleased to announce that it has closed its previously announced best efforts private placement financing for aggregate gross proceeds of C$8.1 million (the “Offering”). Paradigm Capital Inc. acted as sole agent and bookrunner (the “Agent”) in connection with the Offering. Alamos Gold Inc. (TSX: AGI; NYSE: AGI) indirectly participated in the Offering to maintain its ownership interest in the Company at approximately 10.8% on a non-diluted basis following closing.
“This financing puts us in a strong position to advance an aggressive exploration program focused on expanding the Aljo gold system, building on our new discovery at Nahanni and testing high-priority targets across Goldarm,” stated Brian Skanderbeg, President and CEO of GFG. “With our new partnership with Barrick that advances Pen, we can concentrate our capital on Goldarm while giving shareholders exposure to exploration success across both properties. Alamos’ continued investment is a strong endorsement of our team and strategy, and we thank our existing and new shareholders for their support as we enter this next phase of growth.”
The Offering consisted of:
- 5,336,800 hard dollar units (the “HD Units”) at a price of C$0.19 per HD Unit, for gross proceeds of C$1,013,992. Each HD Unit consists of one non-flow-through common share of the Company (a “Common Share”) and one-half of one non-flow-through Common Share purchase warrant (each whole warrant, a “Warrant”);
- 7,529,300 flow-through Common Shares (the “FT Shares”) at a price of C$0.22 per FT Share, for gross proceeds of C$1,656,446; and
- 20,225,100 premium flow-through units (the “Premium FT Units”) at a price of C$0.266 per Premium FT Unit, for gross proceeds of C$5,379,877. Each Premium FT Unit consists of one FT Share and one-half of one flow-through Warrant.
The FT Shares and the FT Shares and Warrants comprising the Premium FT Units were issued as “flow-through shares” within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the “Tax Act”).
Each whole Warrant entitles the holder to acquire one additional non-flow-through Common Share at an exercise price of C$0.285 until October 23, 2028.
In connection with the Offering, the Company paid the Agent aggregate cash commissions equal to 6.0% of the gross proceeds raised, other than proceeds from certain purchasers on the Company’s President’s List, for which a reduced cash commission of 3.0% was paid.
Use of Proceeds
An amount equal to the gross proceeds from the issuance of the Premium FT Units and FT Shares will be used to incur “Canadian exploration expenses” as defined in the Tax Act that qualify as “flow-through mining expenditures” within the meaning of subsection 127(9) of the Tax Act (the “Qualifying Expenditures”). The Qualifying Expenditures will be incurred on or before December 31, 2027 and renounced to subscribers with an effective date no later than December 31, 2026.
The proceeds from the sale of the HD Units will be used for general corporate and working capital purposes, as described in the offering document dated October 1, 2026 relating to the Offering (the “Offering Document”).
Securities and Regulatory Matters
The HD Units, FT Shares and Premium FT Units were issued pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions, in reliance on Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (collectively, the “Listed Issuer Financing Exemption”). The securities issued pursuant to the Listed Issuer Financing Exemption are not subject to a hold period under applicable Canadian securities laws.
The Offering Document is available 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.
Certain insiders of the Company subscribed for 545,550 FT Shares pursuant to the Offering. Such participation constituted a “related party transaction” within the meaning of 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 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as neither the fair market value of the securities issued to interested parties nor the consideration paid by such parties exceeded 25% of the Company’s market capitalization, as determined under MI 61-101. The Company did not file a material change report at least 21 days prior to the closing of the Offering as participation of the insiders had not been confirmed at that time.
This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and may not be offered or sold within the United States unless an exemption from such registration is available.
About GFG Resources Inc.
GFG is a North American precious metals exploration company focused on district-scale gold opportunities in the Timmins Gold District of Ontario, Canada. The Company controls three highly prospective gold projects within one of the world’s most established gold camps.
GFG’s exploration strategy is focused on advancing the Aljo gold system, systematically generating and testing new discovery opportunities across the Goldarm Property and maintaining significant exposure to the advancement of the Pen Gold Project through its strategic earn-in agreement with Barrick.
For further information, please contact:
Brian Skanderbeg, President & CEO
or
Marc Lepage, Vice President, Business Development
Phone: (306) 931-0930
Email: info@gfgresources.com
Website: www.gfgresources.com
Neither 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 this release.
Qualified Person
All scientific and technical information contained in this news release has been prepared under the supervision of Anders Carlson, P.Geo., Vice President, Exploration of GFG, a qualified person within the meaning of National Instrument 43-101.
CAUTION REGARDING FORWARD-LOOKING INFORMATION
All statements, other than statements of historical fact, contained in this news release constitute “forward-looking information” within the meaning of applicable Canadian securities laws and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 (referred to herein as “forward-looking statements”). Forward-looking statements include, but are not limited to, statements regarding the Offering (including the tax treatment of the Premium FT Units and the FT Shares, the timing to renounce all Qualifying Expenditures in favour of the subscribers, the receipt of all regulatory approvals and use of proceeds of the Offering), the Company’s future exploration plans with respect to its property interests and the timing thereof, the prospective nature of the projects, future price of gold, success of exploration activities and metallurgical test work, permitting time lines, currency exchange rate fluctuations, requirements for additional capital, government regulation of exploration work, environmental risks, unanticipated reclamation expenses, title disputes or claims and limitations on insurance coverage. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate” or “believes”, or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results, “may”, “could”, “would”, “will”, “might” or “will be taken”, “occur” or “be achieved” or the negative connotation thereof.
All forward-looking statements are based on various assumptions, including, without limitation, the expectations and beliefs of management, the assumed long-term price of gold, that the Company will receive required permits and access to surface rights, that the Company can access financing, appropriate equipment and sufficient labour, and that the political environment within Canada will continue to support the development of mining projects. In addition, the similarity or proximity of other gold deposits to the Company’s projects is not necessary indicative of the geological setting, alteration and mineralization of the Goldarm Property and the Dore Gold Project.
Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of GFG to be materially different from those expressed or implied by such forward-looking statements, including but not limited to: that the Company will use the net proceeds of the Offering as anticipated; that the Company will receive all necessary approvals in respect of the Offering, market uncertainty and the results of the Company’s anticipated work programs actual results of current exploration activities; environmental risks; future prices of gold; operating risks; accidents, labour issues and other risks of the mining industry; availability of capital, delays in obtaining regulatory approvals or financing; receipt of applicable regulatory approvals and other risks and uncertainties. These risks and uncertainties and the additional risks described in the Company’s most recently filed annual and interim MD&A are not and should not be construed as being exhaustive.
Although GFG has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. In addition, forward-looking statements are provided solely for the purpose of providing information about management’s current expectations and plans and allowing investors and others to get a better understanding of GFG’s operating environment. Accordingly, readers should not place undue reliance on forward-looking statements.
Forward-looking statements in this news release are made as of the date hereof and GFG assumes no obligation to update any forward-looking statements, except as required by applicable laws.
