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Ascot Sources Ltd. (TSXV: AOT.H; OTCQB: AOTVF) (” Ascot ” or the ” Firm “) publicizes it’s enterprise a rights providing to boost gross proceeds of as much as C$14,871,517 (the ” Rights Providing “).
Rights Providing
Pursuant to the Rights Providing, the Firm shall be providing 1,487,151,720 rights (the ” Rights “) to sure holders (the ” Shareholders “) of widespread shares within the capital of Ascot (the ” Frequent Shares “) on the shut of enterprise on the file date of November 18, 2025 (the ” Report Date “) on the premise of 1 (1) Proper for every Frequent Share held. Each (1) Proper will entitle the holder to subscribe for one (1) Frequent Share of the Firm (a ” Rights Share “) on the subscription value of C$0.01 per Rights Share (the ” Primary Subscription Privilege “).
The Frequent Shares are listed on the NEX Board of the TSXV Enterprise Change (” NEX “). The Rights won’t be listed on any inventory alternate or market.
The Rights will expire at 5:00 p.m. (Toronto time) on December 12, 2025 (the ” Expiry Time “), after which period unexercised Rights shall be void and of no worth. Shareholders who absolutely train their Rights below the Primary Subscription Privilege shall be entitled to subscribe professional rata for extra Rights Shares, if obtainable, because of unexercised Rights, previous to the Expiry Time (the ” Further Subscription Privilege “), topic to sure limitations as set out within the Firm’s Rights Providing round dated November 7, 2025 (the ” Round “).
In reference to the Rights Providing, the Firm has entered right into a standby settlement dated October 27, 2025, as amended November 7, 2025, with Fiore Administration and Advisory Corp. (” Fiore ” or the ” Standby Purchaser “), pursuant to which Fiore has agreed to amass 100% of all excellent Rights Shares not in any other case acquired below the Rights Providing by Shareholders, together with pursuant to the Primary Subscription Privilege and the Further Subscription Privilege. The Round shall be filed on SEDAR+ below Ascot’s profile at www.sedarplus.ca, together with the Discover of Rights Providing on Type 45-106F14 – Rights Providing Discover for Reporting Issuers (the ” Discover “). The Discover, the Rights certificates and subscription type shall be mailed to Shareholders within the Eligible Jurisdictions (as outlined under) as of the Report Date on or about November 21, 2025. The Firm expects to shut the Rights Providing on or about December 15, 2025 topic to the requirement of the TSX Enterprise Change (the ” TSXV “) that any private data kinds required to be filed in respect of the Rights Providing have been cleared.
The Rights shall be provided to Shareholders resident in all provinces and territories of Canada (the ” Eligible Jurisdictions “). Registered Shareholders within the Eligible Jurisdictions who want to train their Rights should ahead the finished subscription type, along with the relevant funds, to the rights agent, Computershare Investor Providers Inc. (the ” Rights Agent “), on or earlier than the Expiry Time. Shareholders who personal their Frequent Shares by means of an middleman, reminiscent of a financial institution, belief firm, securities supplier, or dealer, will obtain supplies and directions from their middleman.
Upon completion of the Rights Providing and assuming all Rights are exercised, the Firm can have 2,974,303,440 Frequent Shares excellent, of which Rights Shares issued below the Rights Providing will symbolize roughly 50% of the Firm’s issued and excellent shares.
Topic to the detailed provisions of the Round, Rights certificates and subscription kinds won’t be mailed to Shareholders resident in the US or in any other case exterior of the Eligible Jurisdictions, until such Shareholders are in a position to set up to the satisfaction of the Firm that they’re eligible to take part within the Rights Providing and supply such proof to the Firm and the Rights Agent of the identical.
Closing of the Rights Providing is topic to the receipt of all crucial approvals, together with the approval of the TSXV.
Subsequent to the closing of the Rights Providing, the Firm will full a 50:1 share consolidation (the ” 50:1 Share Consolidation “). The Rights Providing will shut on a pre-consolidation foundation. The Firm additionally intends to finish a brokered personal placement of subscription receipts (the ” Subscription Receipts “) at a value per Subscription Receipt to be decided within the context of the market (the ” Non-public Placement “). The Non-public Placement may also shut on a post-consolidation foundation. The 50:1 Share Consolidation and the Non-public Placement are topic to TSXV approval.
If a major quantity of the anticipated Non-public Placement doesn’t shut, the Firm shall be required to provoke proceedings below the Corporations’ Collectors Association Act (CCAA).
Use of Proceeds
The Firm intends to make use of the online proceeds from the Rights Providing to settle excellent quantities owed to the Firm’s collectors.
Further Data
Additional particulars in regards to the Rights Providing are contained within the Discover and Round, every of which shall be obtainable on the Firm’s SEDAR+ profile at www.sedarplus.ca, and for individuals exterior of the US, on the Firm’s web site at www.ascotgold.com. Potential traders ought to learn these paperwork earlier than investing determination.
This information launch shall not represent a suggestion to promote or the solicitation of a suggestion to purchase nor shall there be any sale of the securities in any jurisdiction wherein such supply, solicitation or sale could be illegal previous to registration or qualification below the securities legal guidelines of any such jurisdiction. This information launch shall not represent a suggestion to promote or the solicitation of a suggestion to purchase any securities in the US. The securities being provided haven’t been, nor will they be, registered below the US Securities Act of 1933, as amended, or below any state securities legal guidelines in the US, and such securities is probably not provided or offered inside the US absent registration below U.S. federal and state securities legal guidelines or an relevant exemption from such U.S. registration necessities.
Neither the Toronto Inventory Change, NEX or the TSX Enterprise Change nor its Regulation Providers Supplier (as that time period is outlined within the insurance policies of the TSX Enterprise Change) settle for accountability for the adequacy or accuracy of this launch.
On behalf of the Board of Administrators of Ascot Sources Ltd.
James A. (Jim) Currie
CEO and Director
For additional data contact:
E mail: information@ascotgold.com
Cellphone: 778-725-1060
About Ascot
Ascot is a Canadian mining firm headquartered in Vancouver, British Columbia, and its shares commerce on the NEX below the ticker AOT.H and on the OTCQB below the ticker AOTVF. Ascot is the 100% proprietor of the Premier Gold mine which is situated on Nisga’a Nation Treaty Lands, within the prolific Golden Triangle of northwestern British Columbia.
For extra details about the Firm, please seek advice from the Firm’s profile on SEDAR+ at www.sedarplus.ca or go to the Firm’s website online at www.ascotgold.com.
Cautionary Assertion Relating to Ahead-Trying Data
All statements and different data contained on this press launch about anticipated future occasions might represent forward-looking data below Canadian securities legal guidelines (” forward-looking statements “). Ahead-looking statements are sometimes, however not all the time, recognized by means of phrases reminiscent of “search”, “anticipate”, “imagine”, “plan”, “estimate”, “count on”, “focused”, “outlook”, “on monitor” and “intend” and statements that an occasion or end result “might”, “will”, “ought to”, “might”, “would” or “would possibly” happen or be achieved and different comparable expressions. All statements, apart from statements of historic truth, included herein are forward-looking statements, together with statements in respect of the phrases and circumstances of the Rights Providing, the anticipated use of proceeds from the Rights Providing; the power of the Firm to perform its enterprise aims and the intentions described herein; and future plans, improvement and operations of the Firm. These statements contain recognized and unknown dangers, uncertainties and different components that will trigger precise outcomes or occasions to vary materially from these anticipated in such forward-looking statements, together with uncertainty referring to the closing of the Rights Providing, delays in acquiring or failure to acquire required approvals to finish the Rights Providing; discretion within the Firm’s use of accessible funds from the Rights Providing; the uncertainty related to estimating prices to completion of the Rights Providing; dangers referring to damaging working money flows of the Firm; dilution of the shareholdings of shareholders who don’t train all of their Rights below the Rights Providing; irrevocability of the train of Rights by a shareholder; the likelihood that the subscription value will not be indicative of the Firm’s worth; if a shareholder fails to observe the subscription process and abide by the subscription deadline their subscription could also be rejected; whether or not the Non-public Placement and 50:1 Share Consolidation shall be accomplished on the phrases described or in any respect; enterprise and financial circumstances within the mining trade usually; fluctuations in commodity costs and foreign money alternate charges; environmental compliance; dangers associated to excellent debt; uncertainty of estimates and projections referring to improvement, manufacturing, prices and bills, and well being, security and environmental dangers; uncertainties referring to interpretation of drill outcomes and the geology, continuity and grade of mineral deposits; the necessity to acquire extra financing to finance operations and uncertainty as to the supply and phrases of future financing; social media and popularity; damaging publicity; human rights; enterprise aims; scarcity of personnel; well being and security; the potential for delay in future plans and uncertainty of assembly anticipated program milestones; claims and authorized proceedings; data methods and cyber safety; inner controls; violation of anti-bribery or corruption legal guidelines; competitors; tax issues; compliance with itemizing requirements; enforcement of civil liabilities; financing requirement dangers; market value volatility of Frequent Shares; uncertainty as to well timed availability of permits and different governmental approvals; the necessity for alternate approval, and different regulatory approvals and different threat components as detailed occasionally in Ascot’s filings with Canadian securities regulators, obtainable on Ascot’s profile on SEDAR+ at www.sedarplus.ca together with the Annual Data Type of the Firm dated March 24, 2025 within the part entitled “Threat Components”. Ahead-looking statements are based mostly on assumptions made with regard to: the completion of the Rights Providing below sure thresholds, together with the estimated prices thereof; the estimated prices related to the care and upkeep plans; the tax charge relevant to the Firm; future commodity costs; the grade of mineral assets and mineral reserves; labor and supplies prices growing on a foundation in step with the Firm’s present expectations, the power of the Firm to transform inferred mineral assets to different classes; the power of the Firm to cut back mining dilution; the power to cut back capital prices; the power of the Firm to boost extra financing; foreign money alternate charges being roughly in step with present ranges, compliance with the covenants in Ascot’s credit score agreements; exploration plans; and basic advertising and marketing, political, enterprise and financial circumstances. Ahead-looking statements are based mostly on estimates and opinions of administration on the date the statements are made. Though Ascot believes that the expectations mirrored in such forward-looking statements and/or data are cheap, undue reliance shouldn’t be positioned on forward-looking statements since Ascot may give no assurance that such expectations will show to be right. Ascot doesn’t undertake any obligation to replace forward-looking statements, apart from as required by relevant legal guidelines. The forward-looking data contained on this information launch is expressly certified by this cautionary assertion.
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