Red Canyon Closes Initial Phase of Private Placements
Suite 1210 – 1130 West Pender Street
Vancouver, British Columbia, V6E 4A4 Canada
T +1 (604) 681-9100
Red Canyon Closes Initial Phase of Private Placements
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES.
Vancouver, British Columbia, March 26, 2026: Red Canyon Resources Ltd. (“Red Canyon” or
the “Company”) (CSE: R EDC | OTCQB: REDRF | Frankfurt: 191) is pleased to announce that
further to its news release o f February 25, 2026, the Company has closed the first tranche of a
non-brokered unit private placement (the “Unit Offering”), issuing 7,560,000 units of the Company
(the “Units”) at a price of $0.20 per Unit for gross proceeds of $1,512,000. Each Unit consists of
one common share and one -half of a share purchase warrant, with each whole warrant
exercisable into one further common share at a price of $0.30 for a term of 24 months.
The Company has also completed the first tranche of a non-brokered private placement (the “LIFE
Offering”) to issue 3,175,000 common shares (each, a “LIFE Share”) of the Company at a price
of $0.20 per LIFE Share for gross proceeds of $635,000.
The total gross proceeds raised in this initial phase of financing are $2,147,000. The Company
anticipates final close of the Offerings by March 31, 2026.
The Company intends to use the net proceeds from the two offerings for the exploration and
advancement of the Company’s portfolio of copper and copper/gold projects in British Columbia
and Western United States, as well as for working capital and general corporate purposes.
Cash finder’s fees of $ 60,130 and 300,650 finder warrants exercisable at $0. 30 per common
share for a 24 -month term were paid on a portion of the Unit Offering. Cash finder’s fees of
$44,450 were paid on the LIFE Offering.
In accordance with applicable regulatory requirements and National Instrument 45 -106 -
Prospectus Exemptions (“NI 45 -106”), the LIFE Shares were offered for sale to purchasers
resident in Canada pursuant to the listed issuer financing exemption under Part 5A of NI 45-106,
as amended and supplemented by Coordinated Blanket Order 45- 935 Exemptions from Certain
Conditions of the Listed Issuer Financing Exemption, and to investors in other jurisdictions. The
common shares issued to subscribers in the LIFE Offering are not subject to a hold period
pursuant to applicable Canadian securities laws. All other securities issued are restricted from
trading until July 26, 2026.
Insiders of the Company purchased a total of 390,000 Units. The participation by Insiders in the
Unit Offering constitutes a “related party transaction” for the purposes of Multilateral Instrument
61-101, Protection of Minority Security Holders in Special Transactions. The Company is relying
upon exemptions from the requirement to obtain a formal valuation and seek minority shareholder
approval for the Unit Offering on the basis that the fair market value of the participation by related
parties in the Unit Offering is less than 25% of the Company’s current market capitalization.
The securities described herein have not been, and will not be, registered under the U.S.
Securities Act, as amended, or any state securities laws, and accordingly, may not be offered or
sold within the United States or the U .S. persons except in compliance with the registration
requirements of the U.S. Securities Act and applicable state securities requirements or pursuant
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to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to
buy any securities in any jurisdiction.
Engagement of Media Group
The Issuer has arranged for Market One Media Group Inc. (“Market One”) to conduct marketing
and social media activities in support of the Company’s business initiatives. Market One is a
marketing agency for public companies with offices in Vancouver and To ronto. It provides
multiplatform media solution for the capital markets operating in editorial, video and digital media.
The person responsible for the marketing and social media activities, on behalf of Market One, is
Brett Yelland of Suite 320, 440 West Hastings Street, Vancouver, British Columbia, V6B 1L1;
email address [email protected] and telephone number +1 (604) 428-2125. Market One and
Mr. Yelland are arm’s length to the Issuer.
The marketing and social media activities will commence on April 1, 2026 and are expected to
end on March 31, 2027.
The marketing and social media activities are anticipated to include the following:
• Full length video interview and video article to be created and hosted on BNN Bloomberg
and distributed across Market One Youtube Channel, Facebook, X and LinkedIn;
• Article to be posted on Barchart.com and distributed across Market One Facebook, X and
LinkedIn;
• Email lead generation; and
• Banner ads rotation with all of Market One's clients banner ads on BNN Bloomberg.
Market One will receive total compensation of a cash payment of $50,000 plus applicable taxes
for its services. The compensation does not include options to purchase securities of the Issuer.
About Red Canyon Resources
Red Canyon Resources Ltd. (CSE: REDC | OTCQB: REDRF | Frankfurt: 191) is a geoscience-
driven, discovery-focused mineral exploration company exploring North America’s top copper
jurisdictions. Red Canyon has a portfolio of 100% owned 1 copper and copper -gold porphyry
exploration projects. The Company’s technical team consists of experienced geoscientists with
diverse capital market, small cap and major mining company backgrounds, and a track record of
success.
For more information, please visit the Company's website at www.redcanyonresources.com.
Red Canyon is part of the NewQuest Capital Group which is a discovery-driven investment group
that builds value through the incubation and financing of mineral projects and companies. Further
information about NewQuest can be found on the company website at www.nqcapitalgroup.com.
1Red Canyon has two projects subject to option earn in agreements whereby the Company can
earn into 100% of the project.
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On Behalf of the Board of Directors
Wendell Zerb, P. Geol
Chairman and Chief Executive Officer
+1 (604) 681-9100
For further information, please contact:
Brennan Zerb
Investor Relations Manager
+1 (778) 867-5016
The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy
of this press release.
Forward-Looking Statements:
This news release includes certain forward -looking statements and forward -looking information (together,
“forward-looking statements”). All statements other than statements of historical fact included in this
release, including, without limitation, stateme nts regarding the offerings, the use of proceeds from the
offerings, other future plans and objectives of the Company are forward -looking statements. There can be
no assurance that such statements will prove to be accurate and actual results and future events may vary
from those anticipated in such statements. Important risk factors that could cause actual results to differ
materially from the Company's plans or expectations include failure to obtain CSE acceptance of the
offerings, inability to use of proceeds from the offerings as expected, failure to raise sufficient funds on the
proposed terms or at all, and risks associated with mineral exploration, including the risk that actual results
and timing of exploration and development will be different from t hose expected by management. The
forward-looking statements in this news release were developed based on the assumptions and
expectations of management, including that CSE acceptance for the offerings will be obtained, the
Company will be able to use the proceeds from the offerings as anticipated, required fundraising will be
completed, as well as the other assumptions disclosed in this news release and that the risks described
above will not materialize. The Company expressly disclaims any intention or obligation to update or revise
any forward-looking statements whether as a result of new information, future events or otherwise, except
as otherwise required by applicable securities legislation.
Readers are cautioned not to place undue reliance on forward -looking statements. The Company
undertakes no obligation to update any of the forward-looking statements, except as otherwise required by
law.