Prospector Announces Additional Non-Brokered Private Placements
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia--(Newsfile Corp. - November 7, 2025) - Prospector Metals Corp. (TSXV: PPP) (OTCQB: PMCOF) (FSE: 1ET) ("Prospector" or the "Company") today announced it has arranged a non-brokered private placement to raise gross proceeds of up to $27,658,351 through the issuance of 5,500,000 flow-through common shares (the “FT Shares”) at a price of $1.00 per FT Share and 22,843,661 non-flow-through common shares (the “NFT Shares”) at a price of $0.97 per NFT Share(the “Offering”).
In connection with the offering of the NFT Shares, Alpayana S.A.C. ("Alpayana") has agreed to subscribe for an aggregate of 14,631,283 NFT shares. Upon completion of the Offering, Alpayana will have aggregate beneficial ownership and control over approximately 9.9% of the issued and outstanding common shares of the Company.
In addition; 1) the Company’s largest shareholder, B2Gold Corp. has agreed to exercise an aggregate of 2,133,636 outstanding warrants and subscribe for an additional 7,181,451 NFT shares, in addition to its previously announced subscription for 10,309,278 common shares, bringing its strategic investment in the Company on closing of the Offering to 29,410,357 common shares representing 19.9 % of the issued and outstanding shares of the Company; and 2) an investment group led by John Robins of Discovery Capital have agreed to subscribe for 6,500,000 total shares.
Rob Carpenter, CEO and Director of Prospector, said: "Prospector welcomes the support of Alpayana, along with the Gubbins family, with this timely investment to accelerate advancing our ML project. The Company is also appreciative of the increased investment from B2Gold, who believe in the strong exploration potential of the ML project."
John Robins, Advisor and Principal of Discovery Capital Ltd, said: "It's a pleasure to be working closely again with Dr Rob Carpenter. Our last venture led to the discovery of over 5 million ounces of gold at the Coffee project south of Dawson city YT. Under Rob's leadership Prospector is poised to be the Yukon's next big gold discovery."
The flow-through shares will qualify as flow-through shares (within the meaning of Subsection 66(15) of the Income Tax Act (Canada). An amount equal to the gross proceeds from the issuance of the flow-through shares will be used to incur eligible resource exploration expenses which will qualify as: (i) Canadian exploration expenses (as defined in the tax act); and (ii) as flow-through critical mineral mining expenditures (as defined in Subsection 127(9) of the tax act). Qualifying expenditures in an aggregate amount not less than the gross proceeds raised from the issue of the flow-through shares will be incurred (or deemed to be incurred) by the company on or before Dec. 31, 2026, and will be renounced by the company to the initial purchasers of the flow-through shares with an effective date no later than Dec. 31, 2025.

