Grande Portage Announces Non-Brokered Private Placement Pursuant to the Listed Issuer Financing Exemption
Not for distribution to United States newswire services or for dissemination in the United States.
Grande Portage Announces Non-Brokered Private Placement
Pursuant to the Listed Issuer Financing Exemption
Vancouver, British Columbia — November 4, 202 5 – Grande Portage Resources Ltd. (TSXV: GPG)
(OTCQB: GPTRF) (FSE: GPB) (" Grande Portage" or the " Company") is pleased to announce a non -
brokered private placement of up to 4,347,826 units (each, a " Unit") at a price of C $0.23 per Unit for
aggregate gross proceeds of up to C$1,000,000 (the "Offering"). The Offering is being carried out pursuant
to Part 5A of National Instrument 45-106 - Prospectus Exemptions and Coordinated Blanket Order 45-935
- Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "LIFE Exemption")
to purchasers resident in Canada, other than Quebec, and in jurisdictions outside of Canada in compliance
with the applicable securities laws of those jurisdictions. There is an offering document (the " Offering
Document") related to this Offering that can be accessed under Grande Portage ’s profile at
www.sedarplus.ca and on the Company's website at https://grandeportage.com. Prospective investors
should read the Offering Document before making an investment decision.
Each Unit will consist of one common share in the capital of the Company (each, a "Common Share") and
one Common Share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder thereof to
acquire one additional Common Share at an exercise price of C$0.35 per Common Share for a period of 24
months from the date of issuance.
The Units issued in the Offering will not be subject to any statutory hold period in Canada, subject to
limitations prescribed by the LIFE Exemption.
Insiders and certain other existing shareholders of Grande Portage may also subscribe for Units under the
Offering.
The Company may pay finders' fees to eligible persons in connection with the Offering in accordance with
applicable securities laws and the policies of the TSX Venture Exchange (the " TSX-V"). The Company
may also issue such number of finders' warrants (" Finders' Warrants ") to subscribers introduced by
certain finders. Each Finders' Warrant will entitle the holder thereof to purchase one common share of the
Company (a "Finders' Warrant Share") at a price of C $0.23 per Finders' Warrant Share for a period of
twenty-four (24) months from the date of issuance, which will be subject to a statutory hold period expiring
four months and one day from the date of closing.
Grande Portage intends to use the net proceeds of the Offering for furthering the exploration and
development of its New Amalga Mine project in Alaska as well as general working capital purposes.
The Offering may close in multiple tranches, with the first tranche closing expected to occur on November
18, 2025, and the final closing to occur no later than December 19, 2025. The Offering is subject to certain
conditions including, but not limited to, receipt of all necessary approvals including the a cceptance of the
TSX Venture Exchange.
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The securities issued pursuant to the Offering have not, nor will they be registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for
the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from
the U.S. registration requirements. This press release shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in the United States or in any other jurisdiction
in which such offer, solicitation or sale would be unlawful.
About Grande Portage:
Grande Portage Resources Ltd. is a publicly traded mineral exploration company focused on advancing the
New Amalga Mine project, the outgrowth of the Herbert Gold discovery situated approximately 25 km
north of Juneau, Alaska. The Company holds a 100% inte rest in the New Amalga property. The New
Amalga gold system is open to length and depth and is host to at least six main composite vein -fault
structures that contain ribbon structure quartz-sulfide veins. The project lies prominently within the 160km
long Juneau Gold Belt, which has produced over eight million ounces of gold.
The Company's updated NI 43-101 Mineral Resource Estimate (MRE) reported at a base case mineral
resources cut-off grade of 2.5 grams per tonne gold (g/t Au) and consists of: an Indicated Resource of
1,438,500 ounces of gold at an average grade of 9.47 g/t Au (4,726,000 tonnes); and an Inferred Resource
of 515,700 ounces of gold at an average grade of 8.85 g/t Au (1,813,000 tonnes), as well as an Indicated
Resource of 891,600 ounces of silver at an average grade of 5.86 g/t Ag (4,726,000 tonnes); and an Inferred
Resource of 390,600 ounces of silver at an average grade of 7.33 g/t silver (1,813,000 tonnes). The MRE
was prepared by Dr. David R. Webb, Ph.D., P.Geol., P.Eng. (DRW Geological Consultants Ltd.) with an
effective date of July 17, 2024. Additional information on the New Amalga Mine project is available in the
technical report titled “Technical Report of the Herbert Gold Property, Juneau District, Southeast Alaska”
dated July 17, 2024, which is available under Grande Portage’s profile at www.sedarplus.ca.
ON BEHALF OF THE BOARD
"Ian Klassen"
Ian M. Klassen
President & Chief Executive Officer
Tel: (604) 899-0106
Email: [email protected]
Cautionary Statement Regarding Forward-Looking Information
This news release includes certain "forward -looking statements" under applicable Canadian securities legislation.
Forward-looking statements include estimates and statements that describe the Company's future plans, objectives or
goals, including words to the effect that the Company or management expects a stated condition or result to occur.
Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates",
"may", "could", "would", "will", or "plan". . Forward -looking statements or information contained in this release
include, but are not limited to, statements or information with respect to: the Offering, including timing, subscribers,
and gross proceeds contemplated thereunder, statutory hold periods, and the use of proceeds, and expectations
regarding the New Amalga Mine project, including the Company’s mineral resources. Since forward -looking
statements are based on assumptions and address future events and conditions, by their very nature they involve
inherent risks and uncertainties as described in the Company's filings with Canadian securities regulators. These risks,
uncertainties and other factors include, among others, the ability to complete the Offering, including the timing and
size thereof, ability to obtain all necessary approvals , the final use of proceeds of the Offering, and risks associated
with the exploration and development of the New Amalga Mine and our mineral resources. There can be no assurance
that such statements will prove to be accura te, 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.
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The Company disclaims any intention or obligation to update or revise any forward -looking information, whether as
a result of new information, future events or otherwise, other than as required by law.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICE PROVIDER (AS THAT TERM IS DEFINED
UNDER THE POLICIES OF THE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF
THIS NEWS RELEASE