Onyx Gold Announces Upsize in Non-Brokered Financing to $6.4 Million at $2.43 per Share Involving Strategic Investors Total Proceeds from Recent Financings Reach $26.4 Million, Providing Strong Financial Flexibility for Onyx Gold's
Onyx Gold Announces Upsize in Non-Brokered
Financing to $6.4 Million at $2.43 per Share
Involving Strategic Investors
Total Proceeds from Recent Financings Reach $26.4 Million,
Providing Strong Financial Flexibility for Onyx Gold's
Exploration Programs
Vancouver, British Columbia--(Newsfile Corp. - October 6, 2025) - Onyx Gold Corp. (TSXV: ONYX)
(OTCQX: ONXGF) ("
Onyx
" or the "
Company
") is pleased to announce an upsize to its previously
announced non-brokered private placement priced at $2.43 per NB FT Share (as defined below), now
for gross aggregate proceeds of approximately $6,445,000 (the "
Non-Brokered Private Placement
"),
involving strategic investors. Between the bought-deal offering that closed on October 2
nd
, 2025 (
See
news release dated October 2, 2025)
and the Non-Brokered Private Placement, the Company expects
to raise aggregate gross proceeds of approximately
$26,445,000
.
"With the successful close of our $20 million bought deal and the upsized $6.4 million non-brokered
financing with strategic investors, Onyx is finishing 2025 with one of the strongest balance sheets in the
junior space," said Brock Colterjohn, President & CEO of Onyx Gold. "This funding positions us to
maintain steady exploration momentum and deliver meaningful results from our ongoing work at Munro-
Croesus and across our broader Timmins portfolio."
The Non-Brokered Private Placement
Following the upsize, the Non-Brokered Private Placement will consist of the sale and issuance of
2,650,000 common shares in the capital of the Company that will each qualify as "flow-through shares"
(within the meaning of subsection 66(15) of the Tax Act) (the "
NB FT Shares
"), at a price of $2.43 per
NB FT Share, for aggregate gross proceeds of $6,445,000.
The Company will use an amount equal to the gross proceeds from the sale of the NB FT Shares,
pursuant to the provisions in the Tax Act, to incur (or be deemed to incur) Qualifying Expenditures related
to the Company's projects in Ontario, on or before December 31, 2026, and to renounce all the
Qualifying Expenditures in favour of the subscribers of the NB FT Shares effective December 31, 2025.
If the Qualifying Expenditures are reduced by the Canada Revenue Agency or the Company is unable to
renounce the Qualifying Expenditures, the Company will indemnify each subscriber of NB FT Shares, as
applicable, for any additional taxes payable by such subscriber as a result of the Company's failure to
renounce the Qualifying Expenditures as agreed.
The Non-Brokered Private Placement is expected to close on or about October 15, 2025, or such other
date as the Company and the subscribers may agree, and is subject to certain conditions to closing,
including the conditional approval of the TSX Venture Exchange.
The NB FT Shares will be offered pursuant to applicable exemptions from the prospectus requirements
under applicable securities laws and will be subject to a hold period of four months and one day from the
date of issuance in accordance with applicable Canadian securities laws. No finder's fees are payable
in connection with the Non-Brokered Private Placement.
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 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 account
or benefit of, U.S. persons unless registered under the 1933 Act and applicable state securities laws, or
an exemption from such registration requirements is available.
"United States" and "U.S. person" have
the meaning ascribed to them in Regulation S under the 1933 Act.
About Onyx Gold
Onyx Gold is an exploration company focused on well-established Canadian mining jurisdictions, with
assets in Timmins, Ontario, and Yukon Territory. The Company's extensive portfolio of quality gold
projects in the greater Timmins gold camp includes the Munro-Croesus Gold property, renowned for its
high-grade mineralization, plus two additional earlier-stage large exploration properties, Golden Mile
and Timmins South. The Golden Mile 140 km
2
property is located 9 km northeast of Newmont's multi-
million-ounce Hoyle Pond deposit in Timmins. The Timmins South 187 km
2
property is located to the
south and southeast of Timmins and surrounds the Shaw dome structure.
Onyx Gold also controls four properties in the Selwyn Basin area of Yukon Territory, which is currently
gaining significance due to recent discoveries in the area. Onyx Gold's experienced board and senior
management team are committed to creating shareholder value through the discovery process, careful
allocation of capital, and environmentally/socially responsible mineral exploration.
On Behalf of Onyx Gold Corp.
"
Brock Colterjohn
"
President & CEO
For further information, please visit the Onyx Gold Corp. website at
www.onyxgold.com
or contact:
Brock Colterjohn, President & CEO
or
Nicole Hoeller, NIKLI Communications -
Phone: 1-604-283-3341
Email:
Website:
www.onyxgold.com
LinkedIn:
https://www.linkedin.com/company/onyx-gold-corp
Twitter:
https://twitter.com/OnyxGoldCorp
Additional Notes:
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.
Cautionary and Forward-Looking Statements
This release includes certain statements and information that may constitute forward-looking
information within the meaning of applicable Canadian securities laws. Forward-looking statements
relate to future events or future performance and reflect the expectations or beliefs of management of
the Company regarding future events. Generally, forward-looking statements and information can be
identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of
such words and phrases or statements that certain actions, events or results "may", "could", "should",
"would" or "occur". This information and these statements, referred to herein as "forward
-
looking
statements", are not historical facts, are made as of the date of this news release and include without
limitation, statements about the Offering (including the tax treatment of the NB FT Shares, the timing
to renounce all Qualifying Expenditures in favour of the subscribers and the use of proceeds of the
Non-Brokered Private Placement), statements about the Non-Brokered Private Placement,
statements regarding discussions of future plans, estimates and forecasts and statements as to
management's expectations and intentions and the Company's anticipated work programs.
These forward
-
looking statements involve numerous risks and uncertainties and actual results might
differ materially from results suggested in any forward-looking statements. These risks and
uncertainties include, among other things, that the Company will not use the proceeds of the Non-
Brokered Private Placement as anticipated; that it will not close on the anticipated timeline or at all on
the anticipated terms; market volatility; the state of the financial markets for the Company's securities;
the speculative nature of mineral exploration and development; fluctuating commodity prices; the
future tax treatment of the NB FT Shares; competitive risks; and the availability of financing, as
described in more detail in our recent securities filings available at under the Company's profile on
SEDAR+ at
www.sedarplus.ca
.
Forward-looking statements are based on certain material assumptions and analysis made by the
Company and the opinions and estimates of management as of the date of this news release,
including, among other things, that the Company will use the proceeds of the Non-Brokered Private
Placement as anticipated and that it will close on the anticipated timeline or at all and on the
anticipated terms.
Although management of the Company has attempted to identify important factors that could cause
actual results to differ materially from those contained in forward-looking statements or forward-looking
information, there may be other factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove to be accurate, 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 and forward-looking
information. Readers are cautioned that reliance on such information may not be appropriate for other
purposes. The Company does not undertake to update any forward-looking statement, forward-looking
information or financial out-look that are incorporated by reference herein, except in accordance with
applicable securities laws. We seek safe harbor.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/269229