Geiger Energy Announces Closing of Equity Offerings for Gross Proceeds of C$7.6 Million
Geiger Energy Announces Closing of Equity
Offerings for Gross Proceeds of C$7.6 Million
Toronto, Ontario--(Newsfile Corp. - May 7, 2026) - Geiger Energy Corporation (TSXV: BEEP) (OTCQB:
BSENF) ("
Geiger
" or the "
Company
") is pleased to announce, further to its news releases dated April
16, 2026 and May 4, 2026, the closing of its previously announced "best efforts" public offering (the
"
Public Offering
") and private placement (the "
Private Placement
", and collectively with the Public
Offering, the "
Offerings
") for aggregate gross proceeds of C$7,623,850, which includes the partial
exercise of the agents' option. Red Cloud Securities Inc. and Haywood Securities Inc. (collectively, the
"
Agents
") acted as co-lead agents and joint bookrunners in connection with the Offerings.
Pursuant to the Public Offering, the Company sold (i) 5,455,000 units of the Company (the "
Units
") at a
price of C$0.22 per Unit and (ii) 4,550,000 flow-through units of the Company to charitable purchasers
(the "
Charity FT Units
", and together with the Units, the "
Public Offering Securities
") at a price of
C$0.325 per Charity FT Unit for aggregate gross proceeds of C$2,678,850 from the sale of Public
Offering Securities.
Each Unit consists of (i) one common share of the Company (a "
Unit Share
") and (ii) one-half of one
common share purchase warrant (each whole warrant, a "
Unit Warrant
"). Each Charity FT Unit consists
of (i) one common share of the Company (each, a "
Charity
FT Share
") and (ii) one-half of one common
share purchase warrant (each whole warrant, a "
Charity FT Warrant
"). Each Charity FT Share and
each whole Charity FT Warrant qualify as a "flow-through share" within the meaning of subsection 66(15)
of the
Income Tax Act
(Canada) (the "
Income Tax Act
"). Each Unit Warrant and Charity FT Warrant
entitles the holder to purchase one common share of the Company on a non-flow-through basis (each, a
"
Warrant Share
") at a price of C$0.30 at any time on or before May 7, 2029.
Pursuant to the Private Placement, the Company sold 19,780,000 flow-through shares of the Company
(the "
FT Shares
") at a price of C$0.25 per FT Share for gross proceeds of C$4,945,000 from the sale
of FT Shares. Each FT Share qualifies as a "flow-through share" within the meaning of subsection
66(15) of the Income Tax Act.
The net proceeds from the Offerings will be used by the Company to fund the exploration of the
Company's projects in the Thelon Basin in Nunavut and the Athabasca Basin in northern Saskatchewan
as well as for general working capital purposes.
The gross proceeds from the sale of Charity FT Units and FT Shares will be used by the Company to
incur eligible "Canadian exploration expenses" that qualify as "flow-through critical mineral mining
expenditures" as such terms are defined in the Income Tax Act (the "
Qualifying Expenditures
") related
to the Company's uranium projects in the Thelon Basin in Nunavut and the Athabasca Basin in northern
Saskatchewan, on or before December 31, 2027. All Qualifying Expenditures will be renounced in favour
of the subscribers of the FT Shares and Charity FT Units effective December 31, 2026.
The Public Offering was completed pursuant to a final short-form prospectus dated May 4, 2026 (the
"
Final Prospectus
") that was filed with the securities regulatory authorities in each of the provinces of
Canada, except Québec.
A copy of the Prospectus is available on the Company's profile on SEDAR+ at
www.sedarplus.ca
.
An insider of the Company participated in the Private Placement and subscribed for a total of 80,000 FT
Shares. Participation by insiders constitutes a related party transaction as defined in Multilateral
Instrument 61-101 -
Protection of Minority Security Holders in Special Transactions
("
MI 61-101
"). The
Company has relied on exemptions from the formal valuation and minority shareholder approval
requirements provided under section 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that neither the fair
market value of the securities issued under the Offering to insiders nor the consideration paid by insiders
of the Company exceeded 25% of the Company's market capitalization.
In consideration for their services in connection with the Offerings, the Company has paid to the Agents
an aggregate cash commission of C$457,431 and has issued the Agents an aggregate of 1,786,300
warrants of the Company (each, a "
Broker Warrant
"). Each Broker Warrant entitles the holder thereof to
purchase one common share of the Company (each, a "
Broker Warrant Share
") at any time on or
before May 7, 2029. 600,300 of the Broker Warrants have an exercise price of C$0.22 per Broker
Warrant Share and the remaining 1,186,800 Broker Warrants have an exercise price of C$0.25 per
Broker Warrant Share.
The FT Shares and the 1,186,000 Broker Warrants issued in connection with the Private Placement are
subject to a four-month restriction period in Canada ending on September 8, 2026. The Offerings are
subject to the final approval of the TSX Venture Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be
any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be
unlawful, including any of the securities in the United States of America. The securities referred to in this
news release 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 U.S. state securities laws, and may not be offered or
sold in the United States or to, or for the account or benefit of, U.S. persons, absent registration or any
applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S.
state securities laws.
About Geiger
Geiger controls approximately 338,000 hectares in Saskatchewan's Athabasca Basin and 95,519
hectares in Nunavut's Thelon Basin, two of the world's most prospective uranium districts. The Company
is focused on discovering high-grade uranium deposits across both regions.
Geiger's flagship asset, the Aberdeen Project (Thelon Basin), hosts the high-grade Tatiggaq and Qavvik
discoveries. Tatiggaq is a basement-hosted system defined over a 300-metre strike length, with multiple
steeply dipping mineralized lenses between 80 and 180 metres depth. The system remains open over a
1.5 km strike length and at depth. Qavvik is a similarly styled basement-hosted discovery extending from
surface to ~400 metres depth, open over 500 metres and at depth.
The Aberdeen Project hosts 50+ high-priority targets, many showing strong alteration and anomalous
uranium from limited historical drilling, with several areas remaining completely untested.
In the Athabasca Basin, Geiger is advancing the Hook Project, which hosts the ACKIO near-surface
uranium discovery. ACKIO extends over 375 metres along strike and 150 metres in width, with at least
nine distinct uranium pods starting at 28 metres depth and continuing to approximately 300 metres. The
system remains open in multiple directions. The Hook Project also contains large clay-alteration systems
with elevated radioactivity, highlighting additional discovery potential beyond ACKIO.
For additional information:
"Rebecca Hunter"
Geiger Energy Corp.
Rebecca Hunter, Ph.D., P.Geo.
CEO, President and Director
Email:
Phone: 416-644-1567
Cautionary Statement
This news release contains certain statements which constitute forward-looking statements or
information under applicable Canadian securities laws, including statements relating to the expected use
of proceeds from the Offerings. Certain information in this news release is considered forward-looking
within the meaning of certain securities laws and is subject to important risks, uncertainties and
assumptions. This forward-looking information includes, among other things, information with respect to
Geiger's beliefs, plans, expectations, anticipations, estimates and intentions. The words "may", "could",
"should", "would", "suspect", "outlook", "believe", "anticipate", "estimate", "expect", "intend", "plan",
"target" and similar words and expressions are used to identify forward-looking information. The
forward-looking information in this news release describes Geiger's expectations as of the date of this
news release.
The results or events anticipated or predicted in such forward-looking information may differ materially
from actual results or events. Material factors which could cause actual results or events to differ
materially from such forward-looking information include, among others, risks arising from general
economic conditions; adverse industry events; inability to realize anticipated synergies; future legislative
and regulatory developments; inability to access sufficient capital from internal and external sources,
and/or inability to access sufficient capital on favourable terms; income tax and regulatory matters; the
ability of Geiger to implement its business strategies; competition; currency and interest rate fluctuations
and other risks. Readers are cautioned that the foregoing list is not exhaustive.
Geiger cautions that the foregoing list of material factors is not exhaustive. When relying on forward-
looking information to make decisions, investors and others should carefully consider the foregoing
factors and other uncertainties and potential events. Geiger has assumed a certain progression, which
may not be realized. It has also assumed that the material factors referred to in the previous paragraph
will not cause such forward-looking information to differ materially from actual results or events. However,
the list of these factors is not exhaustive and is subject to change and there can be no assurance that
such assumptions will reflect the actual outcome of such items or factors.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the
TSXV) accepts responsibility for the adequacy or accuracy of this release.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
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https://www.newsfilecorp.com/release/296439