Vancouver, British Columbia — February 11, 2026 — Leads & Copy —
Kingsmen Resources Ltd. has closed its previously announced “bought deal” private placement for gross proceeds of C$13,000,000.50, which includes the exercise in full of the underwriter’s option.
The company (TSXV: KNG) (OTCQB: KNGRF) (FSE: TUY) sold 5,777,778 units at C$2.25 per unit, according to a news release. Each unit consists of one common share and one-half of one common share purchase warrant. Each warrant allows the holder to purchase one common share at C$3.00 on or before February 11, 2029.
Red Cloud Securities Inc. acted as sole underwriter and bookrunner for the offering. Red Cloud received C$910,000.04 in cash fees and 404,444 non-transferable common share purchase warrants as consideration. Each broker warrant can acquire one common share at the offering price on or before February 11, 2029.
Kingsmen intends to use the net proceeds for exploration and advancement of the Las Coloradas and Almoloya projects in the Parral region of Chihuahua, Mexico, as well as for working capital and general corporate purposes.
The units were issued to Canadian purchasers under the listed issuer financing exemption, in accordance with National Instrument 45-106 – Prospectus Exemptions. Securities issued from the sale of units to purchasers in Canada under this exemption are immediately freely tradeable under Canadian securities legislation.
An amended and restated offering document dated January 26, 2026, related to the offering and the company’s use of the Listed Issuer Financing Exemption, can be found at www.sedarplus.ca and on the company’s website.
The offering’s closing is subject to final approval from the TSX Venture Exchange. This news release does not constitute an offer to sell or a solicitation of an offer to buy securities in any jurisdiction where such actions would be unlawful, including the United States. The securities have not been registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption.
Kingsmen Resources is focused on its 100%-owned precious-metal districts, Las Coloradas and Almoloya, in the Parral region of Chihuahua, Mexico. Both projects cover past-producing silver and gold mines on structural corridors that host silver-gold deposits. Recent drilling at Las Coloradas has confirmed new zones of shallow, high-grade mineralization. Kingsmen also owns a 1% NSR royalty on the La Trini claims within GoGold Resources’ Los Ricos North project in Jalisco State, Mexico.
“Scott Emerson”
Scott Emerson, President & CEO
Source: Kingsmen Resources
