REG - Galantas Gold Corp - $85 MILLION PRIVATE PLACEMENT

Galantas GoldAnnouncement

Mon 07:00

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RNS Number : 7632D  Galantas Gold Corporation  11 May 2026

GALANTAS GOLD ANNOUNCES $85 MILLION PRIVATE PLACEMENT

 

Not for distribution to U.S. newswire services or dissemination in the United
States

TORONTO, May 11, 2026 -- Galantas Gold Corporation (TSX-V & AIM: GAL;
OTCQB: GALKF) ("Galantas" or the "Company") is pleased to announce that it
intends to raise up to $85 million (the "Offering") pursuant to a brokered
private placement of up to 154,546,000 units of Galantas (each, a "Unit"), on
a "best efforts" agency basis, at a price of $0.55 per Unit (the "Issue
Price"). Canaccord Genuity Corp. will act as sole bookrunner and lead agent
(the "Agent"), in connection with the Offering.

Each Unit will be comprised of one common share of the Company (a "Galantas
Share") and one-half of one Galantas Share purchase warrant (a "Warrant").
Each whole Warrant will entitle the holder thereof to purchase one Galantas
Share for $0.80 for a period of 24 months from the closing date of the
Financing. The Galantas Shares and Warrants issuable in connection with the
Offering will be subject to a statutory hold period in Canada which extends to
four months and one day after the closing of the Offering (the "Hold Period").
Starting effective the day after the Hold Period, in the event that the
closing price of the common shares of the Company on the TSX Venture Exchange
(the "TSXV") for ten (10) consecutive trading days exceeds $1.00, the Company
may, within 5 business days of the occurrence of such event, deliver a notice
(including by way of a news release) to the holders of Warrants accelerating
the expiry date of the Warrants to the date that is 30 days following the date
of such notice.

The Company has granted the Agent an option, which will permit the Agent to
sell up to 27,273,000 additional Units at the Issue Price for additional gross
proceeds of up to $15 million.

The Units will be offer for sale in each of the provinces and territories of
Canada in reliance on exemptions from prospectus requirements under applicable
securities laws. The Units may also be offered for sale in the United States
pursuant to available exemptions from the registration requirements of the
United States Securities Act of 1933, as amended, and in those other
jurisdictions outside of Canada and the United States as may be agreed between
Galantas and the Agent, provided it is understood that no prospectus filing or
comparable obligation arises in such other jurisdiction.

The net proceeds from the Offering will be used to fund exploration and
development work on the Indiana Gold and Copper Project and the Andacollo Gold
Project in Chile, and for general corporate and working capital purposes.

Closing of the Offering is expected to occur on May 28, 2026, or such other
date as agreed between the Company and the Agent and is subject to obtaining
the required approvals of the TSXV and satisfaction of customary closing
conditions.

Certain insiders of the Company are anticipated to participate in the
Offering, and such participation by insiders will constitute a related party
transaction as defined in Multilateral Instrument 61-101 Protection of
Minority Security Holders in Special Transactions ("MI 61-101"). The Company
intends to rely on exemptions from the formal valuation and minority
shareholder requirements provided under sections 5.5(a) and 5.7(1)(a) of MI
61-101 on the basis that neither the fair market value of the securities to be
issued under the Offering nor the consideration to be paid by insiders of the
Company will exceed 25% of the Company's market capitalization.

The securities to be offered in the Offering have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended, or any U.S.
state securities laws, and may not be offered or sold in the United States or
to, or for the account or benefit of, United States persons absent
registration or any applicable exemption from the registration requirements of
the U.S. Securities Act and applicable U.S. state securities laws. This news
release shall not constitute an offer to sell or the solicitation of an offer
to buy securities in the United States, nor shall there be any sale of these
securities in any jurisdiction in which such offer, solicitation or sale would
be unlawful.

About Galantas Gold Corporation

Galantas Gold Corporation is a publicly traded gold company focused on the
acquisition, development, and advancement of gold and copper assets in stable
mining jurisdictions. The Company is currently advancing the Indiana Project
in Chile and has entered into a definitive share purchase agreement to acquire
the Andacollo Project through the acquisition of Sol, subject to applicable
approvals and closing conditions. Galantas' strategy is to build long-term
shareholder value through disciplined capital allocation, technically rigorous
project evaluation, and responsible development of high-quality mineral
assets.

Enquiries

Galantas Gold Corporation

Mario Stifano: Chief Executive Officer

Email: info@galantas.com

Website: www.galantas.com

Telephone: +1 416-848-7744

Grant Thornton UK LLP (AIM Nomad)

Philip Secrett, Harrison Clarke, Elliot Peters

Telephone: +44(0)20 7383 5100

SP Angel Corporate Finance LLP (AIM Broker)

David Hignell, Charlie Bouverat (Corporate Finance)

Grant Barker (Sales & Brokering)

Telephone: +44(0)20 3470 0470

ON BEHALF OF THE BOARD OF DIRECTORS

Mario Stifano

Chief Executive Officer and Director

Cautionary Statement Regarding Forward-Looking Information

This news release contains forward-looking statements and forward-looking
information within the meaning of applicable Canadian securities laws and the
United States Private Securities Litigation Reform Act of 1995.
Forward-looking information includes, but is not limited to, statements
regarding the terms of the Financing, the expected timing for the completion
of the Financing, the expected use of proceeds from the Financing.

Forward-looking information is based on the opinions, estimates, assumptions,
and expectations of management and the qualified persons as of the date of
this news release. Such assumptions include, but are not limited to,
assumptions regarding completion of the Offering, receipt of required TSXV
approvals, use of proceeds of the Offering, future gold prices, operating and
capital costs, infrastructure condition, contractor availability, property
access, commercial arrangements with neighbouring property holders and the
Company's ability to execute its plans. Forward-looking information is subject
to known and unknown risks, uncertainties, and other factors that may cause
actual results to differ materially from those expressed or implied by such
forward-looking information. These factors and others that could affect
Galantas' forward-looking statements are discussed in greater detail in the
section entitled "Risk Factors" in Galantas' Management Discussion &
Analysis of the financial statements of Galantas and elsewhere in documents
filed from time to time with the Canadian provincial securities regulators and
other regulatory authorities.

Readers are cautioned not to place undue reliance on forward-looking
information. The Company does not undertake to update any forward-looking
information except as required by applicable securities laws.

Neither TSXV nor its Regulation Services Provider (as that term is defined in
the policies of the TSXV) accepts responsibility for the adequacy or accuracy
of this news release.

The Company is admitted to trading on AIM and, accordingly, further disclosure
may be found on the Company's profile on the London Stock Exchange website.

The information contained in this announcement is deemed to constitute inside
information as stipulated under the retained EU law version of the Market
Abuse Regulation (EU) No. 596/2014, which forms part of UK law by virtue of
the European Union (Withdrawal) Act 2018. This information is disclosed in
accordance with the Company's obligations under Article 17 of UK MAR. Upon
publication of this announcement, this inside information is now considered to
be in the public domain.

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