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Discovery Harbour Resources Corp. — Capital/Financing Update 2025
Nov 18, 2025
46363_rns_2025-11-17_7ad1477f-973f-44b2-bcee-52cac2bdd1c2.pdf
Capital/Financing Update
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Form 51-102F3
MATERIAL CHANGE REPORT
Item 1. Name and Address of Company
Discovery Harbour Resources Corp. (the “Company”)
250 – 750 West Pender Street
Vancouver, BC V6C 2T7
Item 2. Date of Material Change
November 7, 2025
Item 3. News Release
A news release was disseminated on November 7, 2025, through Stockwatch and Market News and subsequently filed on SEDAR+.
Item 4. Summary of Material Change
The Company announced the closing of its non-brokered private placement offering, as previously disclosed in the Company’s news release dated October 17, 2025 (the “Offering”). In connection with the Offering, the Company issued 2,000,000 units (the “Units”) at a price of $0.06 per Unit, generating aggregate gross proceeds of approximately $120,000.
Item 5. Full Description of Material Change
5.1 Full Description of Material Change
The Company announced the closing of its non-brokered private placement offering, as previously disclosed in the Company’s news release dated October 17, 2025. In connection with the Offering, the Company issued 2,000,000 Units at a price of $0.06 per Unit, generating aggregate gross proceeds of approximately $120,000.
Each Unit consists of one common share in the capital of the Company (a “Share”) and one share purchase warrant (a “Warrant”). Each Warrant is exercisable to purchase one additional Share (a “Warrant Share”) until November 7, 2030, at an exercise price of $0.075 per Warrant Share.
All securities issued in connection with the Offering are subject to a statutory hold period of four months plus one day in accordance with Canadian securities legislation. The Offering remains subject to final approval by the TSX Venture Exchange.
The Company intends to use the proceeds from the Offering for general working capital.
5.2 Disclosure for Restructuring Transactions
Not applicable.
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Item 6. Reliance on subsection 7.1(2) or (3) of National Instrument 51–102
Not applicable.
Item 7. Omitted Information
None.
Item 8. Executive Officers
Jeremy Woodgate
Chief Financial Officer and Corporate Secretary
Phone: 672-339-3473
Item 9. Date of Report
November 17, 2025
Statements contained in this material change report that are not historical facts may be forward-looking statements. These forward-looking statements involve risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward- looking statements. In addition, the forward-looking statements require management to make assumptions and are subject to inherent risks and uncertainties. There is significant risk that the forward-looking statements will not prove to be accurate, that the management's assumptions may not be correct and that actual results may differ materially from such forward-looking statements. Accordingly, readers should not place undue reliance on the forward-looking statements. Generally forward-looking statements can be identified by the use of terminology such as "anticipate", "will", "expect", "may", "continue", "could", "estimate", "forecast", "plan", "potential" and similar expressions. These forward-looking statements are based on a number of assumptions which may prove to be incorrect which, without limiting the generality of the following, include: risks inherent in exploration activities; the impact of exploration competition; unexpected geological or hydrological conditions; changes in government regulations and policies, including trade laws and policies; failure to obtain necessary permits and approvals from government authorities; volatility and sensitivity to market prices; volatility and sensitivity to capital market fluctuations; the ability to raise funds through private or public equity financings; environmental and safety risks including increased regulatory burdens; weather and other natural phenomena; and other exploration, development, operating, financial market and regulatory risks. The forward-looking statements contained in this material change report are made as of the date hereof or the dates specifically referenced in this material change report, where applicable. Except as required by applicable securities laws and regulation, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. All forward-looking statements contained in this material change report are expressly qualified by this cautionary statement.