NOT FOR DISTRIBUTION TO US NEWS SERVICES OR FOR DISTRIBUTION IN THE UNITED STATES.
TORONTO, Oct. 24, 2025 (GLOBE NEWSWIRE) — Talisker Resources Ltd. (“Talisker” or “Company“) (TSX: TSK) is pleased to announce the closing of the first tranche (“First tranche“) previously announced private placement “purchase transaction” (“Offer“) for gross proceeds of C$18,275,001 from the sale of 12,183,334 ordinary shares of the Company (“Offered promotions» at a price of C$1.50 per share offered. Red Cloud Securities Inc. (“Red Cloud“) acted as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters that included Canaccord Genuity Corp. and FMI Securities Inc. (collectively referred to as “Underwriters“) in connection with the Offer. The final tranche of the Offering is expected to close no later than November 6, 2025.
The Company intends to use the net proceeds from the Offering to further develop the Company's flagship Bralorne Gold project in British Columbia and for general corporate purposes and working capital.
The Offering Shares were offered: (a) through a private placement in all provinces of Canada (except Quebec) pursuant to applicable exemptions from the prospectus requirements under applicable Canadian securities laws; (b) in the United States or for the account or benefit of United States persons in a private placement pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (“US Securities Law“); and (c) in jurisdictions outside of Canada and the United States on a private placement or equivalent basis, in each case in accordance with all applicable laws, provided that no prospectus, registration statement or other similar document is required to be filed in such jurisdiction. The shares offered, issued to purchasers in Canada, are subject to a four-month hold period ending February 25, 2026 in accordance with applicable Canadian securities laws. The Offering Shares issued to purchasers outside of Canada were issued pursuant to the exemption from the prospectus requirement contained in Section 2.3 of OSC Rule 72-503 and, accordingly, such Offering Shares are not subject to the four-month hold period under applicable Canadian securities laws.
As consideration for their services in the First Tranche, the Underwriters received aggregate cash consideration of C$1,066,494.06 and 710,966 non-vestable common share purchase warrants (“Brokerage warrants“). Each brokerage warrant entitles the holder thereof to purchase one common share of the Company at a price of C$1.68 at any time on or before October 24, 2027.
Closing of the First Tranche will be subject to final approval by the Toronto Stock Exchange. Pursuant to the underwriting agreement entered into between the Company and the Underwriters in connection with the Offering.
This press release does not constitute an offer to sell or a solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the United States Securities Act and applicable state securities laws or an exemption from such registration.
For more information contact:
Lindsay Dunlop
Vice President of Investor Relations
[email protected]
+1 647 274 8975
About Talisker Resources Ltd.
Talisker (taliskerresources.com) is a junior resource company engaged in the exploration and development of gold projects in British Columbia, Canada. Talisker's flagship asset is the fully permitted Bralorne Gold project, where the company is currently transitioning to underground production at the Mustang Mine. Talisker's projects also include the Ladner Gold Project, an advanced stage project with significant exploration potential at a historic high-grade gold mine, the Spences Bridge Project, where the Company has significant land holdings in the emerging Spences Bridge Gold Belt, as well as several other early stage Greenfields projects.
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future results. The use of any words “may,” “intends,” “expects,” “believes,” “will,” “predicts,” “estimates” and similar expressions and statements regarding matters that are not historical facts are intended to identify forward-looking information and are based on Talisker's current beliefs or assumptions regarding the outcome and timing of such future events. In particular, this press release contains forward-looking information relating to, among other things, the expected use of the proceeds of the Offering, details regarding additional closings under the Offering and the final approval by the Toronto Stock Exchange of the First Tranche and any subsequent tranches or tranches of the Offering. Various assumptions or factors are typically applied in drawing conclusions or making the projections or projections set forth in the forward-looking information. These assumptions and factors are based on information currently available to Talisker. Although such statements are based on the reasonable assumptions of Talisker's management, there can be no assurance that any conclusions or forecasts will prove to be accurate.
Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. These factors include risks inherent in mineral exploration and development, including risks associated with changes in project parameters as plans continue to be revised, risks associated with changes in the grade or rate of production, risks associated with changes in mineral prices and global mineral supply and demand, risks associated with increased competition and current global financial conditions, access and supply risks, dependence on key personnel, operational risks, regulatory risks, including risks associated with the acquisition of necessary licenses and approvals, financing, capitalization and liquidity risks, property rights and environmental risks, as well as risks associated with the inability to obtain all necessary shareholder and regulatory approvals.
The forward-looking information contained in this press release is made as of the date hereof, and Talisker is under no obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
