VANCOUVER, BC / ACCESS Newsline / January 12, 2026 / Chesapeake Gold Corp. (TSXV:CKG,OTC:CHPGF) (“Chesapeake“or the”Company“) is pleased to announce that the Company has entered into an agreement with Red Cloud Securities Inc. (“Red Cloud“), as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters (collectively, the “Insurers“), pursuant to which the Underwriters have agreed to purchase for resale 2,380,953 units of the Company (each a “Unit“) at a price of $4.20 per unit (the “Offer price“) on a “purchased deal” basis for gross proceeds of $10,000,002.60 (the “Endorsed offer“).
Each Unit will consist of one common share of the Company (each a “Common share“) and one-half of one ordinary warrant for the purchase of shares (each whole warrant, a “Deposit“). Each Warrant entitles the holder thereof to purchase one Common Share at a price of $5.65 at any time on or before such date which is 36 months after the Closing Date (as defined herein).
The Company has granted an option to the Underwriters (the “Over-allotment option“, and together with the Endorsed Offer, the “To offer“), exercisable in whole or in part, at any time for a period not exceeding 30 days after and including the Closing Date, for the purchase for resale at the Offer Price of additional Units equal to up to 15% of the number of Units sold under the Underwritten Offer at the Offer Price to cover any over-allotments and for market stabilization purposes.
The Company intends to use the net proceeds from the Offering to advance the Company’s proprietary oxidative leaching technology, the Metates Project, the Lucy Project and for general working capital.
In connection with the Offering, the Company intends to file a prospectus supplement (the “Prospectus supplement“) to the short base prospectus of the Company, dated February 23, 2024 (the “Basic Shelf Prospectus“), with the securities regulatory authorities in each of the provinces and territories of Canada (except Québec). The Units may also be sold in the United States on a private placement basis pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “US securities law“) and in such other jurisdictions outside Canada and the United States, in each case in accordance with all applicable laws, provided that no prospectus, registration statement or similar document is required to be filed in such jurisdiction.
Copies of the applicable offering documents, when available, may be obtained free of charge under the company’s profile on SEDAR+ at www.sedarplus.ca. Delivery of the Base Shelf Prospectus and the Prospectus Supplement and any amendments thereto will be made in accordance with the “access equals delivery” provisions of applicable Canadian securities legislation.
The Base Shelf Prospectus and the Prospectus Supplement will contain important detailed information about the Company and the Offering. Potential investors should read the Prospectus Supplement and the accompanying Base Shelf Prospectus and the other documents filed by the Company on SEDAR+ at www.sedarplus.ca before making an investment decision.
The Offering is expected to close on or about January 27, 2026 (the “Closing date“), or on such date as may be agreed between the Company and Red Cloud. The closing of the Offering is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange and the entering into of an underwriting agreement between the Company and the Underwriters.
The securities described in this press release have not been and will not be registered under the US Securities Act, or any applicable securities laws of any state of the United States, and may not be offered or sold within the United States or to, or for the account or benefit of, US persons (as that term is defined in Regulation S under the US Securities Act) or persons in the United States unless registered under the US Securities Act and other applicable US securities laws or an exemption from such registration requirements is available. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities in any jurisdiction, including the United States, in which such offer, solicitation or sale would be unlawful.
For more information:
For more information about Chesapeake, its Metates and Lucy projects or proprietary oxidative leaching technology, visit our website at www.chesapeakegold.com or contact Jean-Paul Tsotsos at invest@chesapeakegold.com or +1 778 731 1362.
Neither 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 press release.
About Chesapeake
The flagship of Chesapeake Gold Corp. is the Metates Project (“Metaten“) located in the state of Durango, Mexico. Metates is home to one of the largest undeveloped gold-silver deposits in the Americas [1] with more than 16.77 million ounces of gold at 0.57 grams per tonne (g/t) and 423.2 million ounces of silver at 14.3 g/t within 921.2 million tonnes in the Measured and Indicated Mineral Resources category and a further 2.13 million ounces of gold at 0.47 g/t and 59.0 million ounces of silver at 13.2 g/t within 139.5 million tonnes in the inferred mineral resources category. See the technical report entitled “Metates Sulphide Heap Leach Project Phase I” dated January 13, 2023 and the press release dated February 22, 2023.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Canadian securities legislation. Such forward-looking statements include, without limitation, statements regarding the Offering, the completion of the Offering and the timing thereof, the intended use of proceeds from the Offering and the timely receipt of all necessary approvals, including the approval of the TSX Venture Exchange.
Such forward-looking statements or information are based on a number of assumptions, which may prove to be incorrect. Assumptions have been made regarding, among other things: the continued advancement of the company’s technology; conditions in the general economic and financial markets; the price of gold and silver; the availability and costs of mining equipment and skilled labor; accuracy of test results; geological interpretations of drilling results; timing and amount of capital expenditures associated with drilling programs; performance of available laboratory and other related services; future operating costs; and the historical basis for current estimates of potential target zone quantities and qualities, assuming the rehabilitation of the San Vicente 3 concession on Metates.
Actual results may differ materially from those anticipated in these forward-looking statements as a result of risk factors, including risks to the development of the Company’s technology, the timing and content of its work programs; results of exploration activities and development of mineral properties; the interpretation and uncertainties of drilling and test results and other geological data; receipt, maintenance and security of permits and titles of mineral properties, including the rehabilitation of the San Vicente 3 mineral concession; environmental and other regulatory risks; project cost overruns or unexpected costs and expenses; availability of funds; the inability to delineate potential quantities and qualities of the target zones based on historical data; general market and industry conditions; changes in project parameters as plans are further refined; accidents, labor disputes and other risks of mining; and political instability.
Forward-looking statements are based on the expectations and opinions of the company’s management on the date the statements are made. The assumptions used in preparing such statements, although considered reasonable at the time of preparation, may prove to be inaccurate. As such, readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statements were made. The Company undertakes no obligation to update or revise any forward-looking statements contained in this press release if these beliefs, estimates and opinions or other circumstances should change, except as otherwise required by applicable law.
[1] Mexico’s largest undeveloped gold deposits. Bnamericas, Published Tuesday, November 24, 2020.
SOURCE: Chesapeake Gold Corp.
View the original press release on ACCESS Newswire
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