Westhaven Closes Non-Brokered Private Placement with Eric Sprott and Earthlabs, FOR Gross Proceeds of $3.16 Million
TSX-V:WHN
WESTHAVEN CLOSES NON-BROKERED PRIVATE PLACEMENT
WITH ERIC SPROTT AND EARTHLABS, FOR GROSS PROCEEDS OF $3.16 MILLION
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES.
Vancouver, B.C. – July 3, 2025 – Westhaven Gold Corp. (TSX -V:WHN) (“Westhaven” or the
“Company”) is pleased to announce that the Company has closed the non-brokered private
placement (the “ Offering”) previously announced on June 16 th, 2025 for aggregate gross
proceeds of $3,160,000 from the sale of 8,333,333 units of the Company (each, a “ Unit”) at a
price of $0.12 per Unit for gross proceeds of C$1,000,000, and 12,500,000 flow-through units of
the Company sold on a charitable flow-through basis (each, a “Charity FT Unit”, and collectively
with the Units, the “ Offered Securities ”) at a price of $0.1728 per Charity FT Unit for gross
proceeds of C$2,160,000.
Eric Sprott and Earthlabs Inc. were the subscribers for the Units and the end purchasers of Charity
FT Units, following the charitable flow through donations in the Offering.
The gross proceeds from the issuance of the Charity FT Units will be used for Canadian
exploration expenses on the Company’s projects in British Columbia and will qualify as “flow -
through mining expenditures”, as defined in subsection 127(9) of the Income Tax Act (Canada)
and as a “BC flow-through mining expenditure” as defined in section 4.721 of the Income Tax Act
(British Columbia) (the “Qualifying Expenditures”), which will be incurred on or before December
31, 2026 and renounced to the subscribers with an effective date no later than December 31,
2025 in an aggregate amount not less than the gross proceeds raised from the issue of the Charity
FT Units.
More specifically, p roceeds of the Offering will be used for work related to the C ompany's
portfolio of exploration properties within the Spences Bridge Gold Belt, British Columbia, Canada.
This work will include expansion of the current exploration drilling program at the Shovelnose
gold project to at least 5,000m, as well as advancing efforts to realize the potential outlined in a
recently completed preliminary economic assessment of a high grade, high margin underground
gold mining opportunity at the South Zone, FMN and Franz gold deposits at Shovelnose (please
see news release dated March 3 rd, 2025 for details). The Company intends to use the net
proceeds from the sale of the Units for working capital and general corporate purposes.
Each Unit consisted of one common share of the Company (each, a “Unit Share”) and one-half of
one common share purchase warrant (each whole warrant, a “ Warrant”). Each Charity FT Unit
consisted of one share that will qualify as a “flow -through share” within the meaning of
subsection 66(15) of the Income Tax Act (Canada) and one half of one Warrant. Each whole
Warrant shall entitle the holder to purchase one common share of the Company (each, a
“Warrant Share”) at a price of $0.18 at any time on or before July 3, 2027.
A finder’s fee, consisting of a cash payment of $66,823 and 250,000 non- transferable broker
warrants was paid to Red Cloud Securities Inc. in respect of the private placement. Each broker
warrant can be exercised to acquire one common share at a price of $0.12 on or before July 3,
2027.
All the securities issued pursuant to the Offering are subject to a hold period under Canadian
securities laws ending on November 4, 2025.
This press release does not constitute an offer to sell or a solicitation of an offer 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 offered or sold within the United States or to or for the account
or benefit of a U.S. person (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.
On behalf of the Board of Directors
WESTHAVEN GOLD CORP.
“Ken Armstrong”
Ken Armstrong, President and CEO, is responsible for this news release and can be reached at
604-681-5558.
Neither the 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.
About Westhaven Gold Corp.
Westhaven is a gold-focused exploration and development company targeting low sulphidation,
high-grade, epithermal style gold mineralization within the Spences Bridge Gold Belt in southern
British Columbia. Westhaven controls ~61,512 hectares (~615 square kilometres) within four
gold properties spread along this underexplored belt. The Shovelnose Gold project is the most
advanced property, with a recently updated 2025 Preliminary Economic Assessment that
validates the Project’s potential as a robust, low cost and high margin 11-year underground gold
mining opportunity with average annual life -of-mine gold production of 56,000 ounces and
having a Cdn$454 million after-tax NPV6% and 43.2% IRR (base case parameters of US$2,400 per
ounce gold, US$28 per ounce silver and CDN/US$ exchange rate of $0.72). Initial capital costs are
projected to be Cdn$184 million with a payback period of 2.1 years. Please see Westhaven’s news
release dated March 3, 2025 for details of the updated PEA. Shovelnose is situated off a major
highway, near power, rail, large producing mines, pipelines and within commuting distance from
the city of Merritt, which result in lower cost exploration and development.
Qualified Person: The technical and scientific information in this news release has been reviewed
and approved by Peter Fischl, P.Geo, who is a Qualified Person for the Company under the
definitions established by National Instrument 43 -101 Standards of Disclosure for Mineral
Projects.
Westhaven trades on the TSX Venture Exchange under the ticker symbol WHN. For further
information, please call 604-681-5558 or visit Westhaven’s website at www.westhavengold.com.
Forward Looking Statements:
This press release contains "forward -looking information" within the meaning of applicable Canadian and United
States securities laws, which is based upon the Company's current internal expectations, estimates, projections,
assumptions and beliefs. The forward-looking information included in this press release are made only as of the date
of this press release. Such forward- looking statements and forward-looking information include, but are not limited
to, statements concerning the Company's expectations wi th respect to the Offering and the use of proceeds of the
Offering. Forward-looking statements or forward-looking information relate to future events and future performance
and include statements regarding the expectations and beliefs of management based on information currently
available to the Company. Such forward-looking statements and forward-looking information often, but not always,
can be identified by the use of words such as "plans", "expects", "potential", "is expected", "anticipated", "is
targeted", "budget", "scheduled", "es timates", "forecasts", "intends", "anticipates", or "believes" or the negatives
thereof or variations of such words and phrases or statements that certain actions, events or results "may", "could",
"would", "might" or "will" be taken, occur or be achieved.
Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause
the actual results, performance, or achievements of the Company to be materially different from any future results,
performance or achievements expressed or implied by the forward -looking statements. Such risks and other factors
include, among others, and without limitation: the Company will not be able to raise sufficient funds to complete its
planned exploration program; that the Company will not derive the expected benefits from its current program; the
Company may not use the proceeds of the Offering as currently contemplated; the Company may fail to find a
commercially viable deposit at any of its mineral properties; the Company’s plans may be adversely affected by the
Company’s reliance on historical data compiled by previous parties involved with its mineral properties; mineral
exploration and development are inherently risky industries; the mineral exploration industry is intensely competitive;
additional financing may not be available to the Company when required or, if available, the terms of such financing
may not be favourable to the Company; fluctuations in the demand for gold or gold prices generally; the Company
may not be able to identify, negotiate or finance any future acquisitions successfully, or to integrate such acquisitions
with its current business; the Company’s exploration activities are dependent upon the grant of appropriate licenses,
concessions, leases, permits and regulatory consents, which may be withdrawn or not granted; the Company’s
operations could be adversely affected by possible future government legislation, policies and controls or by changes
in applicable laws and regulations; there is no guarantee that title to the properties in which the Company has a
material interest will not be challenged or impugned; the Company faces various risks associated with mining
exploration that are not insurable or may be the subject of insurance which is not commercially feasible for the
Company; the volatility of global capital markets over the past several years has generally made the raising of capital
more difficult; inflationary cost pressures may escalate the Company’s operating costs; compliance with
environmental regulations can be costly; social and environmental activism can negatively impact exploration,
development and mining activities; the success of the Company is largely dependent on the performance of its
directors and officers; the Company’s operations may be adversely affected by First Nations land claims; the Company
and/or its directors and officers may be subject to a variety of legal proceedings, the results of which may have a
material adverse effect on the Company’s business; the Company may be adversely affected if potential conflicts of
interests involving its directors and officers are not resolved in favour of the Company; the Company’s future
profitability may depend upon the world market prices of gold; dilution from future equity financing could negatively
impact holders of the Company’s securities; failure to adequately meet infrastructure requirements could have a
material adverse effect on the Company’s business; the Company’s projects now or in the future may be adversely
affected by risks outside the control of the Company; the Company is subject to various risks associated with climate
change, the Company is subject to general global risks arising from epidemic diseases, the ongoing conflicts in
Ukraine and the Middle East, rising inflation and interest rates and the impact they will have on the Company’s
operations, supply chains, ability to access mining projects or procure equipment, supplies, contractors and other
personnel on a timely basis or at all is uncertain; as wel l as other risk factors in the Company’s other public filings
available at www.sedarplus.ca. Readers are cautioned that this list of risk factors should not be construed as
exhaustive. Although the Company believes that the expectations reflected in the fo rward-looking information are
reasonable, there can be no assurance that such expectations will prove to be correct. The Company cannot
guarantee future results, performance, or achievements. Consequently, there is no representation that the actual
results achieved will be the same, in whole or in part, as those set out in the forward- looking information. The
Company undertakes no duty to update any of the forward- looking information to conform such information to
actual results or to changes in the Company ’s expectations, except as otherwise required by applicable securities
legislation. Readers are cautioned not to place undue reliance on forward- looking information. The forward-looking
information contained in this offering document is expressly qualified by this cautionary statement.