Stuve Gold Corp. Announces Closing of Private Placement of Units
CALGARY, March 26, 2026 - Stuve Gold Corp. ("Stuve Gold" or the "Corporation") (TSXV: STUV) is pleased to announce, further to its news releases dated February 11 and 13, 2026, that is has completed its previously announced non-brokered private placement and has issued 12,500,000 units ("Units") at a price of $0.24 per Unit, for aggregate gross proceeds of $3,000,000 (the "Offering"). Each Unit is comprised of one (1) common share of the Corporation (each a "Common Share") and one-half of one (1/2) Common Share purchase warrant (each whole Common Share purchase warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one Common Share ??(each a "Warrant Share") at a price of $0.38 per Warrant Share for a period of one (1) year from the date of issuance of the Warrants. ?
In connection with the Offering, the Corporation paid cash commissions to qualified non-related parties of an aggregate of $105,302.64 and issued an aggregate of 438,761 broker warrants ("Broker Warrants"). Each Broker Warrant is exercisable at a price of $0.24 per share for a period of one (1) year from the date of issuance.
The Corporation intends to use the net proceeds from the Offering to conduct exploration activities on the Las Animas property ($1,000,000), Stuve Gold's existing properties ($1,500,000), as well as expenses related to the Offering, for the possible acquisition of other properties, for repayment of debt obligations, and for general working capital purposes (up to $394,697.36).
The securities issued pursuant to the Offering are subject to a four-month and one-day hold period. Completion of the Offering remains subject to the final acceptance of the TSX Venture Exchange ("Exchange").
Related Party Participation in the Private Placement
One insider subscribed for 40,000 Units in the Offering for a total of 0.32%, which increases the percentage ownership of outstanding Common Shares owned by the insider that subscribed to the Offering to 0.44% on a non-diluted basis. As an insider of the Corporation participated in the Offering, it is deemed to be a "related party transaction" as defined under Multilateral Instrument 61-101-Protection of Minority Security Holders in Special Transactions ("MI 61-101").
Neither the Corporation, nor to the knowledge of the Corporation after reasonable inquiry, a related party, has knowledge of any material information concerning the Corporation or its securities that has not been generally disclosed.
The Offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 (pursuant to subsections 5.5(c) and 5.7(1)(b)) as it was a distribution of securities for cash and neither the fair market value of the Units distributed to, nor the consideration received from, interested parties exceeded $2,500,000. The Offering was unanimously approved by the board of directors of the Corporation, including the directors that did not subscribe to the Offering.
The Corporation did not file a material change report more than 21 days before the expected closing of the Offering because the details of the participation therein by related parties of the Corporation were not settled until shortly prior to the closing of the Offering and the Corporation wished to close on an expedited basis for business reasons.
About Stuve Gold
Stuve Gold is advancing mineral properties in Chile that hold promising potential for gold, copper, silver, cobalt and uranium accumulations exhibited by historical mining activities on, or associated with, those properties.
Stuve Gold's Common Shares are listed on the TSX-V under the symbol "STUV". More information on Stuve Gold may be viewed on www.sedarplus.ca or the Corporation's website www.stuvegoldcorp.ca.
Cautionary Note Regarding Forward-Looking Statements
This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, receipt of final acceptance from the Exchange for the Offering, and the use of proceeds from the Offering. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; delay or failure to receive board, shareholder or regulatory approvals; the price of metals including gold, silver copper and cobalt; and the results of exploration programs. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Stuve Gold 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 required by law.
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.
For further information, please contact:
Al Kroontje
Phone: (403) 607-4009
Email: al@slgold.ca
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