Centenario Announces the Closing of Non-Brokered Private Placement
August 28, 2026, Vancouver, BC – TheNewswire – Centenario Gold Corp. (CSE: CTG) (“Centenario” or the “Company”) announces that further to it news release dated August 7, 2026 the Company has closed its non-brokered private placement of 15,000,000 units (each, a “Unit”) at a price of $0.10 per Unit for aggregate gross proceeds of $1,500,000 (the “Offering”).
Each unit consists of one common share and one half non-transferable common share purchase warrant (with each whole warrant, a “Warrant”), with each Warrant being exercisable to purchase one additional common share (each, a “Warrant Share”) at a price of $0.15 per Warrant Share for 24 months from the date of issuance.
The Company intends to use the net proceeds of the Offering for exploration and evaluation of both the Cabot project in Newfoundland and the Los Reyes project in Mexico as well as exploration on potential new resources projects and general and administrative expenses, which may include funds for marketing and investor relations.
The Company received a discretionary waiver from the Canadian Securities Exchange (the “CSE”) of the shareholder approval requirements set out in Section 4.6(2)(a)(i)(2) of CSE Policy 4, which would otherwise apply in connection with the level of dilution that may result from completion of the Offering. The waiver was granted subject to, among other things, the Company providing advance notice of the Offering to the market and confirming that no new insiders of the Company will be created as a result of completion of the Offering. The Company confirms that no new insiders will be created as a result of the Offering.
In addition to the applicable statutory hold period, securities issued pursuant to the Offering are subject to an Exchange Hold for a period of four months from the date of issuance in accordance with the policies of the CSE.
Equity Incentive Grants
The Company also announces that it has granted an aggregate of 2,925,000 incentive stock options (each, an “Option”) and an aggregate of 1,000,000 share units (each, an “RSU”) to certain directors, officers, employees, and consultants of the Company under its equity incentive plan.
Each Option is exercisable at a price of $0.11 per common share for a period of five years from the date of grant and are fully vested. Each RSU represents the right to receive, once vested, one common share. The RSUs will vest according to the following schedule from the grant date: 50% at six months, 25% at nine months, and the remaining 25% at twelve.
The Options, RSUs and the Shares underlying each are subject to CSE approval as well as a hold period of four months and one day from the date of grant.
Centenario Gold Corp. is a mineral exploration company incorporated in British Columbia and headquartered in Vancouver, Canada. The Company is focused on the acquisition, exploration, and development of high-potential mineral projects in the Americas, with a primary emphasis on gold, copper and silver. The Company is committed to responsible exploration and development, working closely with local communities and stakeholders. Centenario’s management team brings extensive experience in mineral exploration, project development, and capital markets.
Centenario Gold Corp. is listed on the CSE Exchange and continues to evaluate new opportunities to expand its portfolio in both Mexico and Canada and deliver value to shareholders.
Further information on the Centenario Gold or their Properties can be found on our website at www.centenariogold.com. or email [email protected] or by telephone 604-803-5901.
On behalf of the Board of Directors,
Doug Fulcher
Neither the CSE nor the Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this news release.
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 “1933 Act”), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent such registration or an applicable exemption from such registration requirements.
Caution Regarding Forward Looking Statements:
Certain information included in this press release constitute “forward-looking statements”. Such forward-looking statements include, without limitation, statements regarding the Offering and the anticipated use of proceeds thereof. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance, are subject to risks and uncertainties, and actual results or realities may differ materially from those in the forward-looking statements. Such material risks and uncertainties include, but are not limited to: the Offering not proceeding as planned; the proceeds of the Offering being used other than as described herein; competition within the industry; actual results of current exploration activities; environmental risks; changes in project parameters as plans continue to be refined; future price of commodities; failure of equipment or processes to operate as anticipated; accidents, and other risks of the mining industry; delays in obtaining approvals or financing; risks related to indebtedness and the service of such indebtedness; as well as those factors, risks and uncertainties identified and reported in the Company's public filings under its SEDAR+ profile at www.sedarplus.ca. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements. There can be no assurance that such information will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. The forward-looking statements contained herein are made as at the date hereof and the Company does not undertake any obligation to update publicly or revise any such forward-looking statements or any forward-looking statements contained in any other documents whether as a result of new information, future events or otherwise, except as required under applicable law.
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