PJX Resources Announces Close of First Tranche of Private Placement
TORONTO, ON / ACCESS Newswire / July 8, 2026 / PJX Resources Inc. ("PJX" or the "Company") is pleased to announce the close of the first tranche of our previously announced (see June 18, 2026, press release) non-brokered private placement (the "Private Placement" or "offering") of up to 44 million units of the Company for gross proceeds of up to $6.3 million. The Company will issue units on a non-flow through basis (each a "Unit"), "flow through" basis (each a "Flow Through Unit ("FTU"), and a Charity Flow-through basis (each a "Charity Flow-through Unit ("CFTU")" or a "Charity Flow-through Critical Metals Unit ("CFTUCM"). The subscription prices for each of the foregoing are $0.125 for a Unit, $0.15 per FTU, $0.168 per CFTU (previously announced as $0.16), and $0.18 per CFTUCM. In the first tranche, the Company will issue 3,866,666 Flow Through Units and 22,736,320 Units for gross proceeds of $3,422,040. The 2nd tranche of the offering is expected to close on or about July 15, 2026.
Finders' fees comprised of $90,300 cash and 690,666 non-transferable warrants may be paid in respect of the first tranche of the Private Placement. The warrants will entitle the holder to purchase one common share at an exercise price of $0.20 for 24 months following completion of the Private Placement.
Certain directors of PJX, participated in the first tranche of the private placement. As insiders, the subscriptions of these parties will be considered to be a "related party transaction" within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 ("MI 61-101"). PJX intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such insider participation.
All securities issuable in connection with the Private Placement will be subject to a statutory hold period in Canada which will run for four months from the date of the closing of the Private Placement. The Private Placement is subject to compliance with applicable securities laws and to receipt of the final approval and acceptance of the TSX Venture Exchange.
Each Unit and each Flow-through Unit, regardless of whether it is a FTU, CFTU or CFTUCM, consists of one common share to be issued as a "flow-through share" within the meaning of the Income Tax Act (Canada) and one common share purchase warrant. Each warrant acquired will entitle the holder to purchase one common share at an exercise price of $0.20 for 24 months following completion of the Private Placement.
PJX intends to use the net proceeds of the Private Placement for expenditures on its properties located in Cranbrook, British Columbia, and for general working capital purposes. The Company will expend an amount equal to the gross proceeds received by the Company from the sale of the Flow Through Units, pursuant to the provisions in the Income Tax Act (Canada), to incur eligible "Canadian exploration expenses" that qualify as "flow-through critical mineral mining expenditures" and "flow-through mining expenditures" as both terms are defined in the Income Tax Act (Canada) (the "Qualifying Expenditures") related to the Company's projects in British Columbia, on or before December 31, 2026, and to renounce all the Qualifying Expenditures in favour of the subscribers of the Flow Through Units effective December 31, 2026.
Exploration and Discovery Potential
In 2026, PJX plans to focus exploration on two target types: potential Sullivan-type Sedimentary Exhalative (Sedex) targets on the Dewdney Trail Property and a Reduced Intrusion Related Gold System (RIRGS) type targets on the Zinger Property. The Zinger target may be comparable to Snowline Gold's Valley discovery in the Yukon or Kinross Gold's Fort Knox deposit in Alaska (see PJX news release dated June 18, 2026).
Drilling and surface exploration to date on the Dewdney Trail Property indicate a geological environment that supports the potential for multiple Sullivan-type Sedimentary Exhalative (Sedex) discoveries. The historical Sullivan mine, located 25 km west of the Dewdney Trail Property, was Canada's largest producer of silver, as well as zinc, lead, and other critical metals, before closing in 2001 after 90 years of operation.
On the Zinger Property, prospecting and mapping led to the discovery of gold mineralization hosted with sheeted quartz veins at the Gar target, confirming the presence of a previously unrecognized RIRGS style gold system, potentially similar to Snowline Gold's Valley discovery. Historical work by other explorers and recent exploration by PJX has identified the potential for a cluster of RIRGS type targets on the Zinger Property that have never been tested by drilling. The Gar RIRGS target is planned to be drilled for the first time.
John Keating, President of PJX, commented: "The geological setting and exploration results to date underscore PJX's potential to discover significant critical metal and gold mineralization in a well-established mining district with existing road, rail and power infrastructure (see Figure 1). Permits are in place to begin drilling Sedex targets at the Dewdney Trail Property this month. Drilling of the RIRGS-type Gar target at the Zinger Property is planned for later in the summer, pending permit renewals. Both the Sedex and RIRGS targets are road accessible, with some holes also expected to be supported by helicopter from Cranbrook, approximately a 15-minute flight to either property. We look forward to the potential to discover both gold and critical metals."
Annual and Special Meeting Results
The Company is also pleased to announce the results of its annual and special meeting (the "Meeting") of shareholders, which was held on June 24, 2026. The Meeting was held, in part, to deliver the annual audited financial statements and related management's discussion and analysis of the Company, fix and appoint the directors of the Company, appoint the Company's auditors, and approve both the Company's Share Incentive Plan, all as set out in the Management Information Circular that was delivered to shareholders in advance of the Meeting.
A total of 75,299,575 common shares were represented at the Meeting either in person or by proxy, representing approximately 40.37% of the issued and outstanding shares of the Company. All resolutions were passed by the shareholders of the Company.
PJX thanks Victor (Vic) Bradley for his many years of support and guidance as a director. Vic did not stand for re-election. The Company greatly appreciates his enthusiasm, knowledge, and expertise and wishes him all the best. PJX also welcomes James (Jim) McDonald to its Board. Jim's experience advancing mineral exploration companies to discovery, together with his exploration experience in the Sullivan Mining District, will be valuable to PJX.
Figure 1- PJX Properties (color coded) in the Sullivan Mining District that includes the Vulcan Gold Belt (Vulcan Tectonic Zone) defined by 65 km of creeks with placer gold. PJX has identified more than 10 highly prospective gold target areas (yellow dots). Gar is a Reduced Intrusion Related Gold System (RIRGS) type target on the Zinger Property. PJX also has more than 10 silver, zinc, lead, copper, and/or critical metals targets (red dots). Estella Basin, Lewis Ridge, and Grundy Creek are priority Sullivan Sedex type targets on the Dewdney Trail Property.
About PJX Resources Inc.
PJX is a mineral exploration company focused on building shareholder value and community opportunity through the exploration and development of mineral resources with a focus on gold, silver and base metals (zinc, lead, copper, nickel). PJX's properties are located in the historical Sullivan Mine District and Vulcan Gold Belt near Cranbrook and Kimberley, British Columbia. Please refer to our web site http://www.pjxresources.com for additional information.
FOR ADDITIONAL INFORMATION PLEASE CONTACT:
Linda Brennan, Chief Financial Officer
(416) 799-9205
info@pjxresources.com
Cautionary Note Regarding Forward-Looking Information
The information in this news release has been prepared as at the date noted above. Certain statements in this news release, referred to herein as "forward-looking statements", constitute "forward-looking statements" under the provisions of Canadian provincial securities laws. These statements can be identified by the use of words such as "expected", "may", "will" or similar terms.
Forward-looking statements are necessarily based upon a number of factors and assumptions that, while considered reasonable by PJX Resources Inc. as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Many factors, known and unknown, could cause actual results to be materially different from those expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Except as otherwise required by law, PJX Resources Inc. expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in PJX Resources Inc.'s expectations or any change in events, conditions or circumstances on which any such statement is based.
Cautionary Note to US Investors:
This news release may contain information about adjacent properties on which PJX Resources Inc. has no right to explore or mine. We advise U.S. investors that the SEC's mining guidelines strictly prohibit information of this type in documents filed with the SEC. U.S. investors are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on our properties. This news release may contain forward- looking statements including but not limited to the various prices and volume of the strategic investment; the use of proceeds from the Strategic Investment, and the structure of the Strategic Investment, etc. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.
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.
SOURCE: PJX Resources Inc.
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