Azincourt Energy Corp. Closes Private Placement
Azincourt Energy Corp. Closes Private
Placement
Vancouver, British Columbia--(Newsfile Corp. - November 21, 2025) -
AZINCOURT ENERGY
CORP.
(TSXV: AAZ)
("Azincourt" or the "Company") is pleased to announce it has closed its non-
brokered private placement of 40,000,000 flow through units (the "FT Units") offered at a price of
C$0.025 per FT Unit for gross proceeds of C$1,000,000 (the "Offering").
Each FT Unit is comprised of one flow-through common share (a "FT Share") and one common share
purchase Warrant. Each Warrant is exercisable at a price of C$0.05 into one common share until
November 21, 2028.
The gross proceeds of the Offering will be applied to the drilling, exploration and development of the
Company's Harrier Project located within the Central Mineral Belt of Newfoundland and Labrador,
Canada. Proceeds of the Offering will not be used for payments to non-arms length parties of the
Company nor for any payment relating to persons conducting investor relations activities.
In connection with the closing of the second tranche, the Company paid finders' fees totaling C$70,000
and issued 2,800,000 Finders Warrants exercisable at a price of C$0.05 into one common share for
three years from the date of issue. The securities issued under the Offering are subject to a hold period
under applicable securities laws in Canada expiring four months and one day from November 21, 2025
and are subject to certain closing conditions including, but not limited to, the receipt of all necessary
approvals including the final approval of the TSX Venture Exchange.
The FT Shares will qualify as "flow-through shares" (within the meaning of subsection 66(15) of the
Income Tax Act (Canada) (the "Tax Act")). An amount equal to the gross proceeds from the issuance of
the FT Shares will be used to incur eligible resource exploration expenses which will qualify as (i)
"Canadian exploration expenses" (as defined in the Tax Act), and (ii) as "flow-through critical mineral
mining expenditures" (as defined in subsection 127(9) of the Tax Act) (collectively, the "Qualifying
Expenditures"). Qualifying Expenditures in an aggregate amount not less than the gross proceeds raised
from the issue of the FT Shares will be incurred (or deemed to be incurred) by the Company on or before
December 31, 2026 and will be renounced by the Company to the initial purchasers of the FT Shares
with an effective date no later than December 31, 2025.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the
securities in the United States. 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 or to U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption from such registration is available.
About Azincourt Energy Corp.
Azincourt is a Canadian-based resource company specializing in the strategic acquisition, exploration,
and development of alternative energy/fuel projects, including uranium, lithium, and other critical clean
energy elements. The Company is currently active at its East Preston uranium project located in the
Athabasca Basin, Saskatchewan, and at its Snegamook and Harrier uranium projects, both located in
the Central Mining Belt of Labrador.
ON BEHALF OF THE BOARD OF AZINCOURT ENERGY CORP.
"Alex Klenman"
Alex Klenman, President & CEO
For further information, please contact:
Alex Klenman, President & CEO
Azincourt Energy Corp.
1012 - 1030 West Georgia Street
Vancouver, BC V6E 2Y3
www.azincourtenergy.com
Cautionary Statement Regarding Forward-Looking Statements
This news release contains "forward-looking statements" or "forward-looking information" (collectively,
"forward-looking statements") within the meaning of applicable securities legislation. All statements,
other than statements of historical fact, are forward-looking statements and are based on expectations,
estimates and projections as of the date of this news release. Forward-looking statements include, but
are not limited to, statements relating to the use of proceeds and completion of the Private Placement.
Forward-looking statements are subject to a variety of known and unknown risks, uncertainties and
other factors that could cause actual events or results to differ from those expressed or implied by
forward-looking statements contained herein. 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. Certain important factors that could cause actual results, performance or
achievements to differ materially from those in the forward-looking statements are highlighted in the
"Risks and Uncertainties" in the Company's management discussion and analysis for the fiscal year
ended September 30, 2024, dated January 14, 2025, and also include the risks that the Offering does
not complete as contemplated, or at all; that the Company does not complete any further offerings;
that the Company does not carry out exploration activities in respect of its mineral project as planned
(or at all); and that the Company may not be able to carry out its business plans as expected.
Forward-looking statements are based upon a number of estimates and assumptions that, while
considered reasonable by the Company at this time, are inherently subject to significant business,
economic and competitive uncertainties and contingencies that may cause the Company's actual
financial results, performance, or achievements to be materially different from those expressed or
implied herein. Some of the material factors or assumptions used to develop forward-looking
statements include, without limitation: the future price of minerals; anticipated costs and the
Company's ability to raise additional capital if and when necessary; volatility in the market price of the
Company's securities; future sales of the Company's securities; the Company's ability to carry on
exploration and development activities; the success of exploration, development and operations
activities; the timing and results of drilling programs; the discovery of mineral resources on the
Company's mineral properties; the costs of operating and exploration expenditures; the presence of
laws and regulations that may impose restrictions on mining; employee relations; relationships with
and claims by local communities and indigenous populations; availability of increasing costs
associated with mining inputs and labour; the speculative nature of mineral exploration and
development (including the risks of obtaining necessary licenses, permits and approvals from
government authorities); uncertainties related to title to mineral properties; assessments by taxation
authorities; fluctuations in general macroeconomic conditions.
The forward-looking statements contained in this news release are expressly qualified by this
cautionary statement. Any forward-looking statements and the assumptions made with respect thereto
are made as of the date of this news release and, accordingly, are subject to change after such date.
The Company disclaims any obligation to update any forward-looking statements, whether as a result
of new information, future events or otherwise, except as may be required by applicable securities
laws. There can be no assurance that forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on forward-looking statements.
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 this
release.
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
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https://www.newsfilecorp.com/release/275601