TomaGold Announces Closing of Second and Final Tranche of Private Placement
TSXV: LOT OTCPK: TOGOF PRESS RELEASE
TomaGold Announces Closing of Second and Final Tranche of
Private Placement
Montreal, Québec, May 8, 2026 ‒ TOMAGOLD CORPORATION (TSXV: LOT; OTCPK: TOGOF)
(“TomaGold” or the “Company”) is pleased to announce the closing of the second and final tranche (the
“Second Tranche”) of its previously announced non -brokered private placement (the “ Private
Placement”) for total proceeds of $178,650.00. The Second Tranche was completed through the
issuance of 1,375,000 hard cash units (the “HC Units”) at a price of $0.06 per HC Unit, and of 1,282,000
flow-through units of the Company (“FT Units”) at a price of $0.075 per FT Unit. Each HC Unit consists of
one common share in the capital of the Company and one-half of one share purchase warrant (each whole
warrant, a “Warrant”), with each Warrant entitling the holder thereof to purchase one additional common
share at a price of $0.10 for a period of 24 months from the date of issuance. Each FT Unit consists of one
common share in the capital of the Company that will qualify as a “flow-through share” for the purposes
of the Income Tax Act (Canada) (each, a “FT Share”) and one-half of one Warrant.
In connection with the closing of the Second Tranche, the Company paid aggregate cash finder’s fees of
$4,194 and issued 55,920 compensation warrants to eligible finders (the “Compensation Warrants”).
Each Compensation Warrant entitles the holder thereof to purchase one common share of the Company
at a price of $0.10 for a period of 24 months from the date of issuance. The Company also wishes to update
the finder's fee information disclosed in its press release dated April 30, 2026. In connection with the
closing of the first tranche of the Private Placement, the Company paid an aggregate cash finder’s fee of
$27,893.35 to eligible finders.
The Company intends to use the gross proceeds from the sale of the FT Units to incur exploration expenses
that are eligible “Canadian exploration expenses” that qualify as “flow-through critical mineral mining
expenditures”, as such terms are defined in the Income Tax Act (Canada). The net proceeds from the sale
of the HC Units will be used by the Company for general and corporate working capital purposes.
The securities issued under the Private Placement, including the common shares underlying the Warrants
and the Compensation Warrants, are subject to a hold period of four months and one day from the date
of issuance. The Private Placement remains subject to final approval of the TSX Venture Exchange (the
“TSXV”).
This news release does not constitute an o5er to sell or a solicitation of an o5er 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 o5ered 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 U.S. Securities Act) unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such registration is available.
About TomaGold
TomaGold Corp. (TSXV: LOT, OTCPK: TOGOF) is a Canadian junior mining company focused on the
acquisition, exploration, and development of high-potential precious and base metal projects, with a
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primary focus on gold and copper in Québec and Ontario. The Company’s core assets are located in the
Chibougamau Mining Camp in northern Québec, where it owns the Obalski gold-copper-silver project and
holds options to acquire 12 additional properties, including the Berrigan Mine, Brosnan, Radar and Dufault
projects. TomaGold also holds a 24.5% joint venture interest in the Baird gold property near the Red Lake
Mining Camp in Ontario. In addition, the Company has lithium and rare earth element (REE) projects in the
James Bay region, strategically positioned near significant recent discoveries.
Contact:
David Grondin
President and Chief Executive Officer
(514) 583-3490
www.tomagoldcorp.com
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Cautionary Statement on Forward-Looking Information
This news release includes certain statements that may be deemed “forward -looking statements” . All
statements in this news release, other than statements of historical facts, that address events or
developments that the Company expects to occur, are forwar d-looking statements. Forward-looking
statements are statements that are not historical facts and are generally, but not always, identified by the
words “expects” , “plans” , “anticipates” , “believes” , “intends” , “estimates” , “projects” , “potential” and
similar expressions, or that events or conditions “will” , “would” , “may” , “could” or “should” occur. 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 and actual results
may di5er materially from those in the forward-looking statements. Factors that could cause the actual
results to di5er materially from those in forward-looking statements include the failure to obtain TSXV
approval for the Private Placement, the inability to complete the Private Placement in whole or in part, the
Company's ability to incur eligible expenditures and renounce qualifying Canadian exploration expenses in
respect of the FT Units, continued availability of capital and financing, market prices, and general
economic, market or business conditions. Investors are cautioned that any such statements are not
guarantees of future performance and actual results or developments may di5er materially from those
projected in the forward-looking statements. Forward-looking statements are based on the beliefs,
estimates and opinions of the Company's management on the date the statements are made. Except as
required by applicable securities laws, the Company undertakes no obligation to update these forward-
looking statements in the event that management’s beliefs, estimates, opinions, or other factors should
change.
Neither TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in the policies
of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.