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Radisson Mining Resources Inc. — Capital/Financing Update 2025
Oct 15, 2025
42871_rns_2025-10-15_4f4bbe8e-c3aa-4cdf-9be5-9ae43b55315c.pdf
Capital/Financing Update
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FORM 51-102F3
MATERIAL CHANGE REPORT
- Name and Address of the Corporation
RADISSON MINING RESOURCES INC. (the "Company") PO Box. 307
Rouyn-Noranda, QC J9X 5C3
- Date of Material Change
October 7, 2025
- News Release
A news release, in French and English version, was issued on October 7, 2025, through GlobeNewswire and filed on SEDAR+.
- Summary of Material Change
On October 7, 2025, the Company announced the closing of its previously announced "bought deal" private placement pursuant to which the Company issued a total of 41,667,000 Class A common shares of the Company (the "Offered Shares") at a price of $0.60 per Offered Share, for gross proceeds of $25,000,200 (the "Offering").
- Full Description of Material Change
5.1 Full Description of Material Change
On October 7, 2025, the Company announced the closing of its previously announced Offering of 41,667,000 Offered Shares at a price of $0.60 per Offered Share, for gross proceeds of $25,000,200.
The Offering was completed pursuant to an underwriting agreement dated October 7, 2025 between the Company and a syndicate of underwriters led by Cormark Securities Inc. (collectively, the "Underwriters"). In consideration for the services provided to the Company in connection with the Offering, the Underwriters received a cash commission equal to $1,500,012, representing 6% of the gross proceeds of the Offering.
The Company intends to use the net proceeds from the Offered Shares for ongoing exploration and advancement of the O'Brien gold project and for general corporate purposes.
The Offered Shares were issued pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "Listed Issuer Financing Exemption"). The Offered Shares sold pursuant to the Offering will not be subject to a hold period in Canada pursuant to applicable Canadian securities laws.
The Offering remains subject to the final acceptance of the TSX Venture Exchange.
5.2 Disclosure for Restructuring Transactions
Not applicable.
- Reliance on subsection 7.1(2) of Regulation 51-102
Not applicable.
- Omitted Information
Not applicable.
- Executive Officer
For all additional information, please contact:
Mr. Hubert Parent-Bouchard
Chief Financial Officer
Telephone: (819) 763-9969
- Date of Report
October 14, 2025
Forward-Looking Statements
This material change report may contain forward-looking statements and forward-looking information within the meaning of applicable Canadian securities legislation (collectively, "forward-looking information"), including, but not limited to, statements relating to the Company's expectations with respect to the use of proceeds, the use of the available funds following completion of the Offering and the final approval of the TSX Venture Exchange. Often, but not always, forward-looking information can be identified by the use of words and phrases such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.
Forward-looking information reflects the Company's beliefs and assumptions based on information available at the time such statements were made. Actual results or events may differ from those predicted in forward-looking information. All of the Company's forward-looking information is qualified by the assumptions that are stated or inherent in such forward-looking information, including the assumptions listed below.
Although the Company believes that the assumptions underlying the forward-looking information contained in this material change report are reasonable, this list is not exhaustive of the factors that may affect any forward-looking information. The key assumptions that have been made in connection with forward-looking information include the following: the significance of drill results and ongoing exploration activities; management's beliefs on resource expansion; the predictability of geological modelling; the accuracy of the Company's records of its property interests; the global economic climate; commodities prices; inflation; environmental risks; climate change; cybersecurity threats; community and non-governmental actions; that required permits will be obtained on a timely basis in order to permit the Company to proceed on schedule with its planned drilling programs; that skilled personnel and contractors will be available as the
Company's operations continue to grow; the relevance of the assumptions, estimates and projections; the impact of international conflict, or the escalation thereof, on the markets, generally, and on the business and prospects of the Company; and that the Company will be able to continue raising the necessary capital to finance its operations and realize on its mineral resource estimates.
Forward-looking information involves known and unknown risks, future events, conditions, uncertainties, and other factors which may cause the actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by forward-looking information. Such factors include, among others, general business, economic, competitive, political and social uncertainties; public health crises; costs of exploration; the actual results of current exploration activities; risks and uncertainties related to the ability to obtain or maintain necessary licenses, permits or surface rights; errors in geological modelling; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; exploration results not being consistent with the Company's expectations; the supply and demand for, deliveries of, and the future prices of commodities; accidents, labour disputes and other risks of the mining industry; the availability of qualified employees and contractors; political instability; the impact of value of the Canadian dollar and U.S. dollar, foreign exchange rates on costs and financial results; market competition; changes in taxation rates or policies; technical difficulties in connection with mining activities; changes in environmental regulation; environmental compliance issues; delays in obtaining governmental approvals or financing; and other risks of the mining industry.
Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Readers should consider reviewing the detailed risk discussion in the Company's disclosure documents filed on SEDAR+, for a fuller understanding of the risks and uncertainties that affect the Company's business and operations. Forward-looking information contained herein is given as of the date of this material change report and the Company disclaims any obligation to update any forward-looking information, whether as a result of new information, future events, or results, except as may be required by applicable securities laws. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.