Melkior Announces Proposed Non-Brokered Private Placement
Head Office: 66 Brousseau Ave., Suite 207, Timmins, ON P4N 5Y2 Canada
Melkior Announces Proposed Non-Brokered Private Placement
Highlights:
• Proposed non-brokered private placement to raise up to $650,000 to fund exploration
including an up to 4,000-metre drill program at the Beschefer East Project.
Timmins, Ontario – February 24, 2026 — Melkior Resources Inc. (“Melkior” or the
“Company”) (TSXV:MKR) (OTC:MKRIF) is pleased to announce that it intends to complete a
non-brokered private placement to raise gross proceeds of up to $650,000 through the issuance of
up to 5,416,666 flow-through common shares (the “FT Shares”) comprised within units (each a
“FT Unit”) at a price of $0.12 per FT Unit (the “FT Offering”).
With respect to the FT Offering, each FT Unit will consist of one FT Share and one-half of one
common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the
holder thereof to acquire one additional common share (a “Warrant Share”) at a price of $0.20 per
Warrant Share for a period of two (2) years from the date of issuance. With respect to the FT
Offering, the FT Shares qualify as “flow-through shares” within the meaning of subsection 66(15)
of the Income Tax Act (Canada) (the “Tax Act”), and as defined in section 359.1 of the Quebec
Tax Act with respect to proposed purchasers in Quebec.
The gross proceed from the sale of the FT Shares (comprised within the FT Units) will be used to
incur “Canadian exploration expenses” that are “flow-through mining expenditures” (as such
terms are defined in the Tax Act) related to the Company’s mineral properties.
The Company may pay a finder’s fee in connection with the FT Offering to eligible arm’s length
finders in accordance with the policies of the TSX Venture Exchange (the “Exchange”). All
securities issued under the FT Offering are subject to the Company’s filing requirements with the
Exchange, and all securities will be subject to a four-month statutory hold period following
closing.
Certain directors and officers of the Company may participate in the private placement, which
participation constitutes a related-party transaction, as defined in Multilateral Instrument 61-101 -
Protection of Minority Security Holders in Special Transactions. The issuance of any FT Units to
directors and officers is exempt from the valuation requirements of Section 5.4 of MI 61-101
pursuant to Subsection 5.5(a) of MI 61-101 and exempt from the minority shareholder approval
requirements of Section 5.6 of MI 61-101, pursuant to Subsection 5.7(1)(a) of MI 61-101.
The securities issued pursuant to the FT 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 news 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.
ON BEHALF OF THE BOARD
2
Keith James Deluce, Director
For more information, please contact:
Melkior Resources Inc.
E-mail: [email protected]
Tel: 226-271-5170
The reader is invited to visit Melkior’s web site www.melkior.com.
Neither 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.
Forward-looking statement:
This news release contains certain statements, which may constitute “ forward-looking information” within the
meaning of applicable securities laws. Forward- looking information involves statements that are not based on
historical information but rather relate to future operations, strategies, financing plans, financial results or other
technical develo pments or reports on the Company ’s properties or otherwise. Forward -looking information is
necessarily based upon estimates and assumptions, which are inherently subject to significant business, economic and
competitive uncertainties and contingencies, many of which are beyond the Company ’s control and many of which,
regarding future business decisions, are subject to change. These uncertainties and contingencies can affect actual
results and could cause actual results to differ materially from those expressed in any forward- looking statements
made by or on the Company ’s behalf. 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 to differ from those anticipated, estimated or intended. All
factors should be considered carefully, and readers should not place undue reliance on the Company ’s forward-
looking information. Generally, forward- looking information can be identified by the use of forward- looking
terminology such as “expects,” “estimates,” “anticipates,” or variations of such words and phrases (including
negative and grammatical variations) or statements that certain actions, events or results “may,” “could,” or “might”
occur. Mineral exploration and development are highly speculative and are characterized by a number of significant
inherent risks, which may result in the inability of the Company to successfully develop current or proposed projects
for commercial, technical, political, regulatory or financial reasons, or if successfully developed, may not remain
economically viable for their mine life owing to any of the foregoing reasons, among others. There is no assurance
that the Company will be successful in achieving commer cial mineral production and the likelihood of success must
be considered in light of the stage of operations.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION,
DISTRIBUTION OR DISSEMINATION DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR
INTO THE UNITED STATES