Cassiar Gold Corp. (TSXV: GLDC) (OTCQX: CGLCF) has announced a non-brokered private placement targeting gross proceeds of up to $3,000,000 through a combination of hard dollar units priced at $0.35 each and flow-through units priced at $0.50 each. The offering is led by company insiders, constituting a related party transaction under Multilateral Instrument 61-101. The announcement also provides updates on the company's 2026 exploration drilling program and its Exploration Agreement with the Dease River First Nation, making it a multi-faceted disclosure for investors tracking this northern British Columbia gold project.

Key Points

  • Cassiar Gold Corp. (TSXV: GLDC) (OTCQX: CGLCF) announced the insider-led private placement on October 22, 2026
  • Up to $3,000,000 in gross proceeds sought via HD Units at $0.35 and FT Units at $0.50, each including one-half of a common share purchase warrant
  • Closing expected on or about November 4, 2026, subject to TSX Venture Exchange approval; qualifying exploration expenditures to be renounced effective December 31, 2026
  • Investors may watch for the Preliminary Economic Assessment targeted for Q1 2027 and drill results from the 2026 program

Placement Structure: HD Units, Flow-Through Units, and Warrant Terms

Each hard dollar unit and flow-through unit consists of one common share and one-half of one common share purchase warrant. A full warrant entitles the holder to purchase one non-flow-through common share at C$0.50 per share for 24 months from closing. Proceeds from flow-through units will fund eligible Canadian exploration expenses qualifying as flow-through mining expenditures — and, for British Columbia subscribers, BC flow-through mining expenditures — at the flagship Cassiar Gold Project, with expenses to be incurred on or before December 31, 2027. Proceeds from hard dollar units will be directed toward general and administrative expenses.

Insider Participation and MI 61-101 Exemption

Certain insiders of Cassiar Gold will participate in the offering, triggering related party transaction provisions under Multilateral Instrument 61-101. The company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements under subsections 5.5(a) and 5.7(1)(a) of MI 61-101, on the basis that the fair market value of the transaction, insofar as it involves insiders, will not exceed 25% of the company's market capitalisation. The immediate share price impact was not clear from available public information.

Dease River First Nation Agreement Receives Exchange Acceptance

In a separate update, Cassiar Gold disclosed that the TSX Venture Exchange has granted final acceptance for the issuance of 500,000 units to the Dease River First Nation at a deemed price of $0.52 per unit under the existing Exploration Agreement. Each unit comprises one common share and one non-transferable warrant exercisable at $0.65 per share for 12 months from issuance. The securities are subject to a Canadian hold period of four months and a day, as well as contractual trading restrictions.

2026 Drilling Program Nears Completion Ahead of Planned PEA

The company states approximately 9,900 metres of its approximately 10,000-metre, 37-hole 2026 drilling program have been completed at the Taurus deposit, which hosts 410,000 ounces of Indicated Mineral Resources grading 1.43 g/t Au and 1.93 million ounces of Inferred Mineral Resources grading 0.95 g/t Au. The program also includes the high-priority Newcoast regional target located 2 km south of Taurus. Cassiar Gold is targeting completion of a Preliminary Economic Assessment in Q1 2027, incorporating recent geological interpretations, 3D modelling, and additional drill results.