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OS Therapies Partners with EVERSANA for the U.S. Commercialization of OST-HER2 in Recurrent, Fully Resected, Pediatric Lung Metastatic Osteosarcoma
OS Therapies Partners with EVERSANA for the U.S. Commercialization of OST-HER2 in Recurrent, Fully Resected, Pediatric Lung Metastatic Osteosarcoma

Yahoo

time8 hours ago

  • Business
  • Yahoo

OS Therapies Partners with EVERSANA for the U.S. Commercialization of OST-HER2 in Recurrent, Fully Resected, Pediatric Lung Metastatic Osteosarcoma

NEW YORK and CHICAGO, June 10, 2025 /PRNewswire/ -- OS Therapies Inc. (NYSE-A: OSTX) ("OS Therapies" or "the Company"), a clinical-stage cancer immunotherapy and antibody drug conjugate biotechnology company, has selected EVERSANA®, a leading provider of global commercial services to the life sciences industry, to support the U.S. commercialization of OST-HER2, a novel immunotherapy for recurrent, fully resected, pediatric lung metastatic osteosarcoma. OST-HER2, a Listeria monocytogenes-based immunotherapy, is the first potential new treatment in over 40 years for pediatric osteosarcoma, a rare, aggressive bone cancer that often metastasizes to the lungs, primarily affecting children and adolescents. The therapy has received Orphan, Fast Track and Rare Pediatric Disease Designations from the U.S. Food and Drug Administration (FDA), with a Biologics License Application (BLA) rolling submission targeted to begin in the third quarter of 2025, with potential approval coming as early as year end 2025. "Working with EVERSANA ensures we have the infrastructure, expertise and agility to bring OST-HER2 to patients and families who have long awaited new options without the need to spend significant capital building our own commercial infrastructure," said Paul Romness, CEO of OS Therapies. "By leveraging EVERSANA's flexible integrated commercialization operations and deep oncology experience, we will be able to rapidly and cost-effectively fulfill our mission of transforming the treatment landscape for pediatric metastatic osteosarcoma while judiciously managing pre-BLA costs." EVERSANA will activate its dedicated end-to-end EVERSANA ONCOLOGY Commercialization model, including market access, medical affairs, field deployment, patient services and stakeholder engagement. The fully integrated platform accelerates awareness and access to OST-HER2 among healthcare providers treating osteosarcoma, as well as the potential to treat additional HER2-positive cancers. "We share OS Therapies' relentless commitment to helping patients facing the devastating diagnosis of cancer," said Jim Lang, CEO at EVERSANA. "We've activated the full scale of our commercialization operation and global team of oncology experts to bring this much-needed innovation to market. This product is just the beginning of OS Therapies' impact for patients around the world." The announcement follows OS Therapies' recent issuance of U.S. Patent #12,239,738, securing commercial manufacturing exclusivity for OST-HER2 and its broader Listeria-based immunotherapy platform through 2040. About EVERSANA EVERSANA® is a leading independent provider of global services to the life sciences industry. The company's integrated solutions are rooted in the patient experience and span all stages of the product life cycle to deliver long-term, sustainable value for patients, prescribers, channel partners and payers. The company serves more than 650 organizations, including innovative start-ups and established pharmaceutical companies, to advance life sciences solutions for a healthier world. To learn more about EVERSANA, visit or connect through LinkedIn and X. About OS TherapiesOS Therapies is a clinical stage oncology company focused on the identification, development, and commercialization of treatments for osteosarcoma and other solid tumors. OST-HER2, the Company's lead asset, is an immunotherapy leveraging the immune-stimulatory effects of Listeria bacteria to initiate a strong immune response targeting the HER2 protein. OST-HER2 has received Rare Pediatric Disease Designation (RPDD) from the US Food & Drug Administration and Fast-Track and Orphan Drug designations from the US FDA and European Medicines Agency. The Company has demonstrated positive data in its Phase 2b clinical trial of OST-HER2 in recurrent, fully resected, lung metastatic osteosarcoma demonstrating statistically significant benefit in the 12-month event free survival (EFS) primary endpoint of the study. The Company anticipates submitting a BLA to the US FDA for OST-HER2 in osteosarcoma in 2025 and, if approved, would become eligible to receive a Priority Review Voucher that it could then sell. OST-HER2 has completed a Phase 1 clinical study primarily in breast cancer patients, in addition to showing preclinical efficacy data in various models of breast cancer. OST-HER2 has been conditionally approved by the U.S. Department of Agriculture for the treatment of canines with osteosarcoma. In addition, OS Therapies is advancing its next-generation Antibody Drug Conjugate (ADC) and Drug Conjugates (DC), known as tunable ADC (tADC), which features tunable, tailored antibody-linker-payload candidates. This platform leverages the Company's proprietary silicone Si-Linker and Conditionally Active Payload (CAP) technology, enabling the delivery of multiple payloads per linker. For more information, please visit Forward-Looking StatementsStatements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute forward-looking statements within the meaning of the federal securities laws. These forward-looking statements and terms such as "anticipate," "expect," "intend," "may," "will," "should" or other comparable terms involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. Those statements include statements regarding the intent, belief or current expectations of OS Therapies and members of its management, as well as the assumptions on which such statements are based. OS Therapies cautions readers that forward-looking statements are based on management's expectations and assumptions as of the date of this news release and are subject to certain risks and uncertainties that could cause actual results to differ materially, including, but not limited to the approval of OST-HER2 by the US FDA and other risks and uncertainties described in "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's most recent Annual Report on Form 10-K and other subsequent documents the Company files with the Securities and Exchange Commission. Any forward-looking statements contained in this press release speak only as of the date hereof, and, except as required by the federal securities laws, OS Therapies specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise. Media Contacts For EVERSANAMatt BraunVice President, Corporate For OS TherapiesJack Doll+1-410-297-7793Irpr@ View original content to download multimedia: SOURCE EVERSANA Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data

OS Therapies Submits Request for Regenerative Medicine Advanced Therapy (RMAT) Designation to U.S. FDA for OST-HER2 in the Prevention of Metastases in Recurrent, Fully-Resected, Lung Metastatic Pediatric Osteosarcoma
OS Therapies Submits Request for Regenerative Medicine Advanced Therapy (RMAT) Designation to U.S. FDA for OST-HER2 in the Prevention of Metastases in Recurrent, Fully-Resected, Lung Metastatic Pediatric Osteosarcoma

Business Wire

time4 days ago

  • Business
  • Business Wire

OS Therapies Submits Request for Regenerative Medicine Advanced Therapy (RMAT) Designation to U.S. FDA for OST-HER2 in the Prevention of Metastases in Recurrent, Fully-Resected, Lung Metastatic Pediatric Osteosarcoma

NEW YORK--(BUSINESS WIRE)-- OS Therapies Inc. (NYSE-A: OSTX) ('OS Therapies' or 'the Company'), a clinical-stage cancer immunotherapy and antibody drug conjugate biotechnology company, today announced it has submitted a request for Regenerative Medicine Advanced Therapy (RMAT) Designation to U.S. FDA for OST-HER2 in the prevention of metastases in recurrent, fully-resected, lung metastatic pediatric osteosarcoma. RMAT designations are granted to sponsors with regenerative medicine therapies for serious or life-threatening conditions and provide sponsors with various benefits, including eligibility for an accelerated Biologics License Application (BLA) review. OST-HER2 has already received Rare Pediatric Disease Designation (RPDD), Orphan Drug Designation (ODD) and Fast Track Designation (FTD) for osteosarcoma from the U.S. FDA. If OST-HER2 receives a conditional BLA via Accelerated Review prior to September 30, 2026, the Company will become eligible to receive a Priority Review Voucher (PRV) that it intends to immediately sell. The most recent publicly disclosed PRV sale, valued at $155 million, occurred in May 2025. The Company is awaiting feedback by mid-June 2025 from a Type D meeting with FDA regarding the statistical analysis plan to be used in an End of Phase 2 meeting for OST-HER2 in the prevention of metastases in recurrent, fully-resected, lung metastatic pediatric osteosarcoma. Upon receipt of the Type D Meeting feedback, the Company intends to promptly request the End of Phase 2 meeting with FDA in which it will be seek agreement to allow it to begin a rolling BLA submission in the third quarter of 2025. The grant of the RMAT designation in the third quarter of 2025 complements the company's parallel efforts in other major markets, including Europe and the United Kingdom, where the company plans to seek EMA PRIME Designation and Conditional Market Access (CMA) applications. In parallel to regulatory engagement and market access planning for OST-HER2, the Company is preparing for the late stage clinical development of other pipeline candidates. As such, the Company is well positioned for sustained growth across multiple therapeutic modalities. About OS Therapies OS Therapies is a clinical stage oncology company focused on the identification, development, and commercialization of treatments for osteosarcoma and other solid tumors. OST-HER2, the Company's lead asset, is an immunotherapy leveraging the immune-stimulatory effects of Listeria bacteria to initiate a strong immune response targeting the HER2 protein. OST-HER2 has received Rare Pediatric Disease Designation (RPDD) from the U.S. Food & Drug Administration and Fast-Track and Orphan Drug designations from the U.S. FDA and European Medicines Agency. The Company has demonstrated positive data in its Phase 2b clinical trial of OST-HER2 in recurrent, fully resected, lung metastatic osteosarcoma demonstrating statistically significant benefit in the 12-month event free survival (EFS) primary endpoint of the study. The Company anticipates submitting a BLA to the U.S. FDA for OST-HER2 in osteosarcoma in 2025 and, if approved, would become eligible to receive a Priority Review Voucher that it could then sell. OST-HER2 has completed a Phase 1 clinical study primarily in breast cancer patients, in addition to showing preclinical efficacy data in various models of breast cancer. OST-HER2 has been conditionally approved by the U.S. Department of Agriculture for the treatment of canines with osteosarcoma. In addition, OS Therapies is advancing its next-generation Antibody Drug Conjugate (ADC) and Drug Conjugates (DC), known as tunable ADC (tADC), which features tunable, tailored antibody-linker-payload candidates. This platform leverages the Company's proprietary silicone Si-Linker and Conditionally Active Payload (CAP) technology, enabling the delivery of multiple payloads per linker. For more information, please visit Forward-Looking Statements Statements in this press release about future expectations, plans and prospects, as well as any other statements regarding matters that are not historical facts, may constitute forward-looking statements within the meaning of the federal securities laws. These forward-looking statements and terms such as "anticipate," "expect," "intend," "may," "will," "should" or other comparable terms involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. Those statements include statements regarding the intent, belief or current expectations of OS Therapies and members of its management, as well as the assumptions on which such statements are based. OS Therapies cautions readers that forward-looking statements are based on management's expectations and assumptions as of the date of this news release and are subject to certain risks and uncertainties that could cause actual results to differ materially, including, but not limited to the approval of OST-HER2 by the U.S. FDA and other risks and uncertainties described in 'Risk Factors' and 'Management's Discussion and Analysis of Financial Condition and Results of Operations' in the Company's most recent Annual Report on Form 10-K and other subsequent documents the Company files with the Securities and Exchange Commission. Any forward-looking statements contained in this press release speak only as of the date hereof, and, except as required by the federal securities laws, OS Therapies specifically disclaims any obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

New Found Gold Closes First Tranche of C$56 Million Bought Deal Financing for Gross Proceeds of C$42 Million
New Found Gold Closes First Tranche of C$56 Million Bought Deal Financing for Gross Proceeds of C$42 Million

Cision Canada

time03-06-2025

  • Business
  • Cision Canada

New Found Gold Closes First Tranche of C$56 Million Bought Deal Financing for Gross Proceeds of C$42 Million

VANCOUVER, BC, June 3, 2025 /CNW/ - New Found Gold Corp. (TSXV: NFG) (NYSE-A: NFGC) (" New Found Gold" or the " Company") is pleased to announce that it has closed the first tranche of its previously announced "bought deal" public offering of (i) 21,400,000 charity flow-through common shares of the Company (the " Charity Flow-Through Common Shares") that will qualify as "flow-through shares" (within the meaning of subsection 66(15) of the Income Tax Act (Canada)) at a price of C$2.29 per Charity Flow-Through Common Share (the " Charity Flow-Through Common Share Offering Price"), and (ii) 4,370,000 common shares (the " Common Shares") at a price of C$1.63 per Common Share, for aggregate gross proceeds of C$56,129,100 (the " Offering"). The first tranche of the Offering consists of 15,265,000 Charity Flow-Through Common Shares and 4,370,000 Common Shares for aggregate gross proceeds of C$42,079,950. The first tranche of the Offering was completed pursuant to an underwriting agreement dated May 29, 2025 (the " Underwriting Agreement"), entered into among the Company and a syndicate of underwriters led by BMO Capital Markets and SCP Resource Finance LP and including Paradigm Capital Inc., Canaccord Genuity Corp., Haywood Securities Inc., Stifel Nicolaus Canada Inc., Roth Canada, Inc., A.G.P. Canada Investments ULC and ATB Securities Inc. (collectively, the " Underwriters"). Pursuant to the Underwriting Agreement, the second tranche of the Offering will consist of the further issuance by the Company of 6,135,000 Charity Flow-Through Common Shares at the Charity Flow-Through Common Share Offering Price per Charity Flow-Through Common Share for further gross proceeds of C$14,049,150. The second tranche of the Offering is expected to close on or about June 12, 2025. Completion of the Offering remains subject to the Company receiving all necessary regulatory approvals, including final approval of the TSX Venture Exchange (the " TSXV") to list the Charity Flow-Through Common Shares and the Common Shares. Mr. Eric Sprott intends to participate in the second tranche of the Offering to maintain his approximate 19% shareholdings. The Company granted the Underwriters an over-allotment option entitling the Underwriters to purchase up to an additional number of Charity Flow-Through Common Shares that in aggregate would be equal to 15% of the total number of Charity Flow-Through Common Shares to be issued under the Offering for the purpose of covering the Underwriters' over-allocation position, if any, exercisable, in whole or in part, at any time, and from time to time for up to 30 days after the closing of the first tranche of the Offering. In connection with the closing of the first tranche of the Offering, the Company paid to the Underwriters, a cash fee in the aggregate amount of C$2,075,959, representing (i) 5.25% of the gross proceeds of the first tranche of the Offering, other than the gross proceeds raised from certain sales pursuant to a president's list (the " President's List Sales"); and (ii) 1.0% of the gross proceeds raised from President's List Sales. BMO Capital Markets, SCP Resource Finance LP, Paradigm Capital Inc., Canaccord Genuity Corp., Haywood Securities Inc., Stifel Nicolaus Canada Inc., Roth Canada, Inc., A.G.P. Canada Investments ULC and ATB Securities Inc. received C$799,244, C$695,446, C$207,596, C$114,178, C$62,279, C$62,279, C$51,899, C$41,519 and C$41,519, respectively. Pursuant to the Underwriting Agreement, the Underwriters will receive a further cash fee equal to 5.25% of the gross proceeds of the second tranche of the Offering other than the gross proceeds raised from President's List Sales and 1.0% of the gross proceeds raised from President's List Sales. The gross proceeds from the offering of the Charity Flow-Through Common Shares will be used by the Company to incur eligible "Canadian exploration expenses" that qualify as "flow-through mining expenditures" (as such terms are defined in the Income Tax Act (Canada)) (the " Qualifying Expenditures") related to the Company's 100% owned Queensway Gold Project (" Queensway" or the " Project"), on or before December 31, 2026. All Qualifying Expenditures will be renounced in favour of the subscribers for the Charity Flow-Through Common Shares effective on or before December 31, 2025. The net proceeds from the offering of the Common Shares will be used by the Company to advance the Project and for general corporate and working capital purposes. The Charity Flow-Through Common Shares and the Common Shares were offered by way of a prospectus supplement in each of the Provinces and Territories of Canada (other than the Province of Quebec and Nunavut) and were also offered by way of a U.S. prospectus supplement forming part of the Company's registration statement on Form F-10 in the United States. Copies of the prospectus supplement and documents incorporated by reference therein are available electronically on the Canadian Securities Administrators' System for Electronic Data Analysis and Retrieval+ (" SEDAR+") ( and the SEC's Electronic Data Gathering and Retrieval System (" EDGAR") ( under New Found Gold's issuer profile. Certain directors and officers of the Company participated in the first tranche of the Offering and, accordingly, their participation in the Offering constitutes "a related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Shareholder Approval (" MI 61-101"). The Company has relied on the exemptions from valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such related party participation. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. About New Found Gold New Found Gold holds a 100% interest in Queensway, located in Newfoundland and Labrador, a Tier 1 jurisdiction with excellent infrastructure and a skilled local workforce. The Company has completed an initial mineral resource estimate at Queensway (see New Found Gold news release dated March 24, 2025). A fully funded preliminary economic assessment is underway, with completion scheduled for late Q2/25. Recent drilling continues to yield new discoveries along strike and down dip of known gold zones, pointing to the district-scale potential of the 175,600 hectare project that covers a 110 km strike extent along two prospective fault zones. New Found Gold has a new management team in place, a solid shareholder base, which includes a 19% holding by Eric Sprott, and is focused on growth and value creation at Queensway. Please see the Company's SEDAR+ profile at and the Company's EDGAR profile at Keith Boyle Chief Executive Officer New Found Gold Corp. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. Forward-Looking Information This press release contains certain "forward-looking statements" within the meaning of Canadian and U.S. securities legislation (including the Private Securities Litigation Reform Act of 1995), including statements relating to the use of proceeds of the Offering, the tax treatment of the Charity Flow-Through Common Shares, the expected closing date and completion of the second tranche of the Offering, the receipt of all necessary regulatory approvals in connection with the Offering and, statements related to Queensway and the Company's planned and future exploration at Queensway. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "aims", "suggests", "potential", "goal", "objective", "prospective", "preliminary," "possibly", and similar expressions, or that events or conditions "will", "would", "may", "can", "could" or "should" occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made, and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except to the extent required by applicable securities laws and the policies of the TSXV or the NYSE American LLC, the Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include risks related to: the tax treatment of the Charity Flow-Through Common Shares, the possibility that the Company may not be able to secure permitting and other governmental clearances necessary to carry out the Company's exploration plans, the risk that the Company will not be able to raise sufficient funds to carry out its business plans, and the risk of political uncertainties and regulatory or legal changes that might interfere with the Company's business and prospects. The reader is urged to refer to the Company's Annual Information Form, Management's Discussion and Analysis and other reports and documents filed by the Company with applicable securities regulatory authorities from time to time, publicly available through the SEDAR+ at or through the EDGAR at for a more complete discussion of such risk factors and their potential effects. SOURCE New Found Gold Corp.

New Found Gold Closes First Tranche of C$56 Million Bought Deal Financing for Gross Proceeds of C$42 Million
New Found Gold Closes First Tranche of C$56 Million Bought Deal Financing for Gross Proceeds of C$42 Million

Yahoo

time03-06-2025

  • Business
  • Yahoo

New Found Gold Closes First Tranche of C$56 Million Bought Deal Financing for Gross Proceeds of C$42 Million

VANCOUVER, BC, June 3, 2025 /PRNewswire/ - New Found Gold Corp. (TSXV: NFG) (NYSE-A: NFGC) ("New Found Gold" or the "Company") is pleased to announce that it has closed the first tranche of its previously announced "bought deal" public offering of (i) 21,400,000 charity flow-through common shares of the Company (the "Charity Flow-Through Common Shares") that will qualify as "flow-through shares" (within the meaning of subsection 66(15) of the Income Tax Act (Canada)) at a price of C$2.29 per Charity Flow-Through Common Share (the "Charity Flow-Through Common Share Offering Price"), and (ii) 4,370,000 common shares (the "Common Shares") at a price of C$1.63 per Common Share, for aggregate gross proceeds of C$56,129,100 (the "Offering"). The first tranche of the Offering consists of 15,265,000 Charity Flow-Through Common Shares and 4,370,000 Common Shares for aggregate gross proceeds of C$42,079,950. The first tranche of the Offering was completed pursuant to an underwriting agreement dated May 29, 2025 (the "Underwriting Agreement"), entered into among the Company and a syndicate of underwriters led by BMO Capital Markets and SCP Resource Finance LP and including Paradigm Capital Inc., Canaccord Genuity Corp., Haywood Securities Inc., Stifel Nicolaus Canada Inc., Roth Canada, Inc., A.G.P. Canada Investments ULC and ATB Securities Inc. (collectively, the "Underwriters"). Pursuant to the Underwriting Agreement, the second tranche of the Offering will consist of the further issuance by the Company of 6,135,000 Charity Flow-Through Common Shares at the Charity Flow-Through Common Share Offering Price per Charity Flow-Through Common Share for further gross proceeds of C$14,049,150. The second tranche of the Offering is expected to close on or about June 12, 2025. Completion of the Offering remains subject to the Company receiving all necessary regulatory approvals, including final approval of the TSX Venture Exchange (the "TSXV") to list the Charity Flow-Through Common Shares and the Common Shares. Mr. Eric Sprott intends to participate in the second tranche of the Offering to maintain his approximate 19% shareholdings. The Company granted the Underwriters an over-allotment option entitling the Underwriters to purchase up to an additional number of Charity Flow-Through Common Shares that in aggregate would be equal to 15% of the total number of Charity Flow-Through Common Shares to be issued under the Offering for the purpose of covering the Underwriters' over-allocation position, if any, exercisable, in whole or in part, at any time, and from time to time for up to 30 days after the closing of the first tranche of the Offering. In connection with the closing of the first tranche of the Offering, the Company paid to the Underwriters, a cash fee in the aggregate amount of C$2,075,959, representing (i) 5.25% of the gross proceeds of the first tranche of the Offering, other than the gross proceeds raised from certain sales pursuant to a president's list (the "President's List Sales"); and (ii) 1.0% of the gross proceeds raised from President's List Sales. BMO Capital Markets, SCP Resource Finance LP, Paradigm Capital Inc., Canaccord Genuity Corp., Haywood Securities Inc., Stifel Nicolaus Canada Inc., Roth Canada, Inc., A.G.P. Canada Investments ULC and ATB Securities Inc. received C$799,244, C$695,446, C$207,596, C$114,178, C$62,279, C$62,279, C$51,899, C$41,519 and C$41,519, respectively. Pursuant to the Underwriting Agreement, the Underwriters will receive a further cash fee equal to 5.25% of the gross proceeds of the second tranche of the Offering other than the gross proceeds raised from President's List Sales and 1.0% of the gross proceeds raised from President's List Sales. The gross proceeds from the offering of the Charity Flow-Through Common Shares will be used by the Company to incur eligible "Canadian exploration expenses" that qualify as "flow-through mining expenditures" (as such terms are defined in the Income Tax Act (Canada)) (the "Qualifying Expenditures") related to the Company's 100% owned Queensway Gold Project ("Queensway" or the "Project"), on or before December 31, 2026. All Qualifying Expenditures will be renounced in favour of the subscribers for the Charity Flow-Through Common Shares effective on or before December 31, 2025. The net proceeds from the offering of the Common Shares will be used by the Company to advance the Project and for general corporate and working capital purposes. The Charity Flow-Through Common Shares and the Common Shares were offered by way of a prospectus supplement in each of the Provinces and Territories of Canada (other than the Province of Quebec and Nunavut) and were also offered by way of a U.S. prospectus supplement forming part of the Company's registration statement on Form F-10 in the United States. Copies of the prospectus supplement and documents incorporated by reference therein are available electronically on the Canadian Securities Administrators' System for Electronic Data Analysis and Retrieval+ ("SEDAR+") ( and the SEC's Electronic Data Gathering and Retrieval System ("EDGAR") ( under New Found Gold's issuer profile. Certain directors and officers of the Company participated in the first tranche of the Offering and, accordingly, their participation in the Offering constitutes "a related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Shareholder Approval ("MI 61-101"). The Company has relied on the exemptions from valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such related party participation. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. About New Found Gold New Found Gold holds a 100% interest in Queensway, located in Newfoundland and Labrador, a Tier 1 jurisdiction with excellent infrastructure and a skilled local workforce. The Company has completed an initial mineral resource estimate at Queensway (see New Found Gold news release dated March 24, 2025). A fully funded preliminary economic assessment is underway, with completion scheduled for late Q2/25. Recent drilling continues to yield new discoveries along strike and down dip of known gold zones, pointing to the district-scale potential of the 175,600 hectare project that covers a 110 km strike extent along two prospective fault zones. New Found Gold has a new management team in place, a solid shareholder base, which includes a 19% holding by Eric Sprott, and is focused on growth and value creation at Queensway. Please see the Company's SEDAR+ profile at and the Company's EDGAR profile at Keith BoyleChief Executive OfficerNew Found Gold Corp. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. Forward-Looking Information This press release contains certain "forward-looking statements" within the meaning of Canadian and U.S. securities legislation (including the Private Securities Litigation Reform Act of 1995), including statements relating to the use of proceeds of the Offering, the tax treatment of the Charity Flow-Through Common Shares, the expected closing date and completion of the second tranche of the Offering, the receipt of all necessary regulatory approvals in connection with the Offering and, statements related to Queensway and the Company's planned and future exploration at Queensway. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "aims", "suggests", "potential", "goal", "objective", "prospective", "preliminary," "possibly", and similar expressions, or that events or conditions "will", "would", "may", "can", "could" or "should" occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made, and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except to the extent required by applicable securities laws and the policies of the TSXV or the NYSE American LLC, the Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include risks related to: the tax treatment of the Charity Flow-Through Common Shares, the possibility that the Company may not be able to secure permitting and other governmental clearances necessary to carry out the Company's exploration plans, the risk that the Company will not be able to raise sufficient funds to carry out its business plans, and the risk of political uncertainties and regulatory or legal changes that might interfere with the Company's business and prospects. The reader is urged to refer to the Company's Annual Information Form, Management's Discussion and Analysis and other reports and documents filed by the Company with applicable securities regulatory authorities from time to time, publicly available through the SEDAR+ at or through the EDGAR at for a more complete discussion of such risk factors and their potential effects. View original content to download multimedia: SOURCE New Found Gold Corp.

New Found Gold Announces C$49 Million Bought Deal Financing and C$20 Million Private Placement: Continued Support with Lead Orders by Strategic Investor Eric Sprott
New Found Gold Announces C$49 Million Bought Deal Financing and C$20 Million Private Placement: Continued Support with Lead Orders by Strategic Investor Eric Sprott

Yahoo

time27-05-2025

  • Business
  • Yahoo

New Found Gold Announces C$49 Million Bought Deal Financing and C$20 Million Private Placement: Continued Support with Lead Orders by Strategic Investor Eric Sprott

The Base Shelf Prospectus is accessible, and the Prospectus Supplement will be accessible within two business days, through SEDAR+ VANCOUVER, British Columbia, May 27, 2025 (GLOBE NEWSWIRE) -- New Found Gold Corp. ('New Found Gold' or the 'Company')(TSX-V: NFG, NYSE-A: NFGC) has announced today that it has entered into an agreement with BMO Capital Markets and SCP Resource Finance LP, on behalf of themselves and a syndicate of underwriters (collectively, the 'Underwriters') led by BMO Capital Markets and SCP Resource Finance LP, under which the Underwriters have agreed to buy, on a bought deal basis, 21,400,000 charity flow-through common shares of the Company (the 'Charity Flow-Through Common Shares') at a price of C$2.29 per Charity Flow-Through Common Share for aggregate gross proceeds of approximately C$49 million (the 'Offering'). The Company has granted the Underwriters an option, exercisable at the offering price up to 30 days following the closing of the Tranche 1 (as defined below), to purchase up to an additional 15% of the Charity Flow-Through Common Shares issued in connection with the Offering. Each Charity Flow-Through Common Share will qualify as a "flow-through share" within the meaning of subsection 66(15) of the Income Tax Act (Canada). Subsequent to the Offering, the Company also expects to complete a non-brokered private placement of up to 12,269,939 non-flow-through common shares (the 'Common Shares') at a price of C$1.63 per Common Share of the Company for gross proceeds of approximately C$20 million (the 'Private Placement' and, together with the Offering, the 'Financing'). The Common Shares issued pursuant to the Private Placement will be subject to a statutory hold period of 4 months and one day. The Private Placement is subject to the Company receiving all necessary approvals, including shareholder approval and the approval of the TSX Venture Exchange (the 'TSXV') and authorization of the NYSE American LLC (the 'NYSE American'). Eric Sprott has indicated his intention to participate in the Offering to maintain his approximate 19% shareholdings and the Private Placement for such number of Common Shares that results in Mr. Sprott holding more than 20% of the issued and outstanding common shares of the Company. Following the closing of the Private Placement, the Company expects that Mr. Sprott will become a new 'Control Person' (as defined in the policies of the TSXV) and, therefore, the Company intends to obtain disinterested shareholder approval in accordance with the TSXV policies prior to the closing of the Private Placement. Keith Boyle, CEO of New Found Gold, commented, 'With a significant lead order by Eric Sprott on both the Offering and the Private Placement, the proceeds from the Financing will allow us to advance the Queensway Gold Project to the development stage. Mr. Sprott has been a highly supportive shareholder in the Company since its early days and we thank him for his continued support as we embark on this next chapter for the Company.' The gross proceeds from the Offering will be used by the Company to incur eligible 'Canadian exploration expenses' that qualify as 'flow-through mining expenditures' as such terms are defined in the Income Tax Act (Canada) (the 'Qualifying Expenditures') related to the Company's Queensway Gold Project ('Queensway'), on or before December 31, 2026. All Qualifying Expenditures will be renounced in favour of the subscribers for the Charity Flow-Through Common Shares effective on or before December 31, 2025. The gross proceeds from the Private Placement will be used by the Company to advance its 100% owned Queensway Gold Project ('Queensway') and for general corporate and working capital purposes. The Charity Flow-Through Common Shares will be offered in all of the provinces and territories of Canada, excluding Quebec and Nunavut by way of a prospectus supplement (the 'Prospectus Supplement') to the Company's short form base shelf prospectus dated May 23, 2025 (the 'Base Shelf Prospectus'). The Charity Flow-Through Common Shares will also be offered by way of a U.S. prospectus supplement forming part of the Company's registration statement on Form F-10 in the United States. The closing of the Offering will consist of an initial tranche ('Tranche 1') that is expected to close on or about June 3, 2025 as well as a second tranche ('Tranche 2') that is expected to close on or about June 12, 2025. Tranche 1 will consist of 15,265,000 Charity Flow-Through Common Shares to be issued pursuant to the Offering. Tranche 2 will consist of 6,135,000 Charity Flow-Through Common Shares to be issued pursuant to the Offering. Both closings are subject to the Company receiving all necessary regulatory approvals, including the approval of the TSXV and authorization of the NYSE American. Access to the Prospectus Supplement, the Base Shelf Prospectus and any amendments thereto are provided in Canada in accordance with securities legislation relating to the procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment to such documents. The Base Shelf Prospectus is, and the Prospectus Supplement will be (within two business days from the date hereof), accessible through SEDAR+ at An electronic or paper copy of the Prospectus Supplement, the Base Shelf Prospectus, and any amendment to these documents, may be obtained, without charge, from BMO Nesbitt Burns Inc., Brampton Distribution Centre C/O The Data Group of Companies, 9195 Torbram Road, Brampton, Ontario, L6S 6H2 by telephone at 905-791-3151 Ext 4312 or by email at torbramwarehouse@ and in the United States by contacting BMO Capital Markets Corp., Attn: Equity Syndicate Department, 151 W 42nd Street, 32nd Floor, New York, NY 10036, or by telephone at (800) 414-3627 or by email at bmoprospectus@ by providing BMO Capital Markets with an email address or mailing address, as applicable. Copies of the Base Shelf Prospectus and Prospectus Supplement, when available, can be found under the Company's profile on SEDAR+ at and a copy of the registration statement and the Prospectus Supplement can be found on EDGAR at This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Charity Flow-Through Common Shares or the Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction. About New Found Gold New Found Gold holds a 100% interest in Queensway, located in Newfoundland and Labrador, a Tier 1 jurisdiction with excellent infrastructure and a skilled local workforce. The Company has completed an initial mineral resource estimate at Queensway (see New Found Gold news release dated March 24, 2025). A fully funded preliminary economic assessment is underway, with completion scheduled for late Q2/25. Recent drilling continues to yield new discoveries along strike and down dip of known gold zones, pointing to the district-scale potential of the 175,600 hectare project that covers a 110 km strike extent along two prospective fault zones. New Found Gold has a new management team in place, a solid shareholder base, which includes a 19% holding by Eric Sprott, and is focused on growth and value creation at Queensway. Please see the Company's SEDAR+ profile at and the Company's EDGAR profile at Keith BoyleChief Executive OfficerNew Found Gold Corp. Contact For further information on New Found Gold, please visit the Company's website and contact us through our investor inquiry form or contact: Fiona Childe, Ph.D., President, Communications and Corporate DevelopmentPhone: +1 (416) 910-4653Email: contact@ Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release contains certain 'forward-looking statements' within the meaning of Canadian securities legislation relating to the Financing, the closing of the Tranche 1 and Tranche 2 and the timing thereof, the closing of the Private Placement, including obtaining shareholder approval and the timing thereof, the proceeds of the Financing and the use of such proceeds; the approval by the TSXV and authorization by the NYSE American; and the tax treatment of the Charity Flow-Through Common Shares. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words 'expects', 'plans', 'anticipates', 'believes', 'interpreted', 'intends', 'estimates', 'projects', 'aims', 'suggests', 'indicate', 'often', 'target', 'future', 'likely', 'encouraging', 'pending', 'scheduled', 'potential', 'goal', 'objective', 'opportunity', 'prospective', 'possibly', 'preliminary', and similar expressions, or that events or conditions 'will', 'would', 'may', 'can', 'could' or 'should' occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made, and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except to the extent required by applicable securities laws and the policies of the TSXV, the Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include risks associated with the Company receiving all approvals necessary for the completion of the Financing, including shareholder approval of the Private Placement, and the timing of such approvals, and the tax treatment of the Charity Flow-Through Common Shares. The reader is urged to refer to the Company's Annual Information Form and Management's Discussion and Analysis, publicly available through the Canadian Securities Administrators' System for Electronic Data Analysis and Retrieval+ (SEDAR+) at and on the Securities Exchange Commission's Electronic Data Gathering, Analysis and Retrieval (EDGAR) system at for a more complete discussion of such risk factors and their potential in to access your portfolio

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