Aurwest Resources Announces Closing Of Non-Brokered Private Placement
Calgary - Aurwest Resources Corp. ("Aurwest" or the "Company") (CSE: AWR) is pleased to announce that it has closed its previously announced non-brokered private placement (the "Private Placement") for gross proceeds of $248,770 through the issuance of 2,250,668 flow-through shares ('FT Shares") at a price of $0.03 per FT Share and 7,725,000 Conventional Units ("Conventional Units") at a price of $0.025 per Conventional Unit (the "Offering"). Each FT Share consists of one flow-through common share issued at a price of $0.03 per common share. Each Conventional Unit consists of one common share ("Common Share") and one common share purchase warrant (each, a "Warrant") with each Warrant entitling the subscriber to purchase one additional Common Share at a price of $0.05 per Common Share for a period of 24 months from the date of issuance subject to the Company having the right to force conversion of the Warrants, if at any time from and after the date of issuance, the daily volume-weighted average trading price of the Company's common shares on the CSE, equals or exceeds $0.10 per common share for twenty (20) consecutive trading days.
The proceeds of the Private Placement will be used primarily to fund Aurwest's continuing exploration program at Weaver Lake Option and other Canadian exploration expenditures of the Company and for general corporate purposes.
The Company has paid $6,388.50 in finder's fees to Ventum Financial Corp., Leede Financial Inc. and Raymond James Ltd. pursuant to the Offering (a 7% cash commission).
Participation by insiders of the Company in the Offering constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). A total of three Insiders participated in the Offering, acquiring a total of 1,800,000 Units for gross proceeds $45,000. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a), respectively, as the fair market value of the securities issued to, and the consideration paid by, such Insiders does not exceed 25% of the Company's market capitalization.
Closing of the Offering is subject to the Company receiving approvals from the Canadian Securities Exchange ("CSE"). All securities sold under the Offering will be subject to a four month and one day hold period.
The securities offered 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 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 does not constitute an offer to sell or the solicitation of any offer to buy securities in the United States, nor in any other jurisdiction.
On Behalf Of Aurwest resources Corporation
"Cameron MacDonald"
Interim President and Chief Executive Officer
For Additional Information Please Contact
Cameron MacDonald
Telephone: (403) 585-9875
Email: cmacdonald@aurwestresources.com
Website: www.aurwestresources.com
About Aurwest Resources Corporation
Aurwest is a Canadian-based junior resource company focused on the acquisition, exploration, and development of gold properties in Canada.
Forward-Looking Information
Statements included in this announcement, including statements concerning our plans, intentions, and expectations, which are not historical in nature are intended to be, and are hereby identified as "forward-looking statements". Forward looking statements may be identified by words including "anticipates", "believes", "intends", "estimates", "expects" and similar expressions. The Company cautions readers that forward-looking statements, including without limitation: the Offering, use of proceeds from the Offering, certain regulatory and CSE approvals for the Offering, and certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements. Readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance on forward-looking statements. Any forward-looking statements are made as of the date of this news release, and the Company assumes no obligation to update the forward-looking statements, except in accordance with the applicable laws.
The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
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