First Mining Closes Upsized $24.4 Million Non-Brokered Private Placement

Rhea-AI Summary

First Mining Gold (OTCQX: FFMGF) has successfully closed an upsized non-brokered private placement, raising $24.4 million. Combined with their July 22 public offering of $12.0 million, the company has secured total funding of $36.4 million.

The private placement consisted of 95 million units at $0.18 per unit ($17.1M) and 33.35 million flow-through units at $0.22 per unit ($7.337M). Each unit includes one common share and half a warrant, with warrants exercisable at $0.27 per share for 36 months.

Proceeds will fund the advancement of First Mining's Springpole and Duparquet gold projects, with flow-through funds specifically allocated for Canadian exploration expenses to be renounced by December 31, 2025.

Positive

• None.

Negative

• Significant dilution with issuance of 128.35 million new units
• 36-month warrant overhang at $0.27 exercise price
• Four-month statutory hold period limits initial liquidity

VANCOUVER, BC, Aug. 5, 2025 /PRNewswire/ - First Mining Gold Corp. ("First Mining" or the "Company") (TSX: FF) (OTCQX: FFMGF) (FRANKFURT: FMG) is pleased to announce that it has upsized and closed its previously announced non-brokered private placement financing raising total gross proceeds of approximately $24.4 million (the "Offering"). Together with the previously closed public offering of $12.0 million on July 22, 2025 (the "Public Offering"), the Company raised a total of $36.4 million between the Offering and the Public Offering.

Pursuant to the Offering, the Company issued 95,000,000 units of the Company (the "Units") at a price of $0.18 per Unit for gross proceeds of $17,100,000 and 33,350,000 flow-through units (the "FT Units") at a price of $0.22 per FT Unit for gross proceeds of $7,337,000. Each Unit will consist of one common share of the Company (a "Common Share") and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each FT Unit will consist of one FT Share (a "FT Share") and one-half of a Warrant.  Each Warrant will entitle the holder to acquire one Common Share of the Company at a price of $0.27 per share at any time prior to the date which is 36 months following the applicable closing date of the Offering.

Each FT Share will qualify as a "flow-through share" within the meaning of the Income Tax Act (Canada). The net proceeds from the sale of Units under the Offering will be used to advance First Mining's Springpole and Duparquet gold projects, as well as for general working capital and corporate purposes. The gross proceeds from the sale of FT Units will be used to incur eligible "Canadian exploration expenses" that qualify as "flow through mining expenditures" as such terms are defined in the Income Tax Act (Canada) ("Qualifying Expenditures") related to the Springpole and Duparquet gold projects on or before December 31, 2026.  All Qualifying Expenditures will be renounced with an effective date no later than December 31, 2025 to the initial purchasers of the FT Units.

All of the securities issued under the Offering are subject to a statutory hold period of four months and one day in accordance with applicable Canadian securities laws.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About First Mining Gold Corp. 

First Mining is a gold developer advancing two of the largest gold projects in Canada, the Springpole Gold Project in northwestern Ontario, where we have commenced a Feasibility Study and permitting activities are on-going with a final Environmental Impact Statement / Environmental Assessment for the project submitted in November 2024, and the Duparquet Gold Project in Quebec, a PEA-stage development project located on the Destor-Porcupine Fault Zone in the prolific Abitibi region. First Mining also owns the Cameron Gold Project in Ontario and a portfolio of gold project interests including the Pickle Crow Gold Project (being advanced in partnership with Firefly Metals Ltd.) and the Hope Brook Gold Project (being advanced in partnership with Big Ridge Gold Corp.).

First Mining was established in 2015 by Mr. Keith Neumeyer, founding President and CEO of First Majestic Silver Corp.

ON BEHALF OF FIRST MINING GOLD CORP.

Daniel W. Wilton
Chief Executive Officer and Director

Cautionary Note Regarding Forward-Looking Statements

This news release includes certain "forward-looking information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning of applicable Canadian and United States securities legislation including the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements are made as of the date of this news release. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "plans", "projects", "intends", "estimates", "envisages", "potential", "possible", "strategy", "goals", "opportunities", "objectives", or variations thereof or stating that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved, or the negative of any of these terms and similar expressions.

Forward-looking statements in this news release relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, but are not limited to, statements with respect to the use of proceeds from the Offering, the tax treatment of the FT Shares and the Company's plans related to its Springpole and Duparquet projects.  All forward-looking statements are based on First Mining's or its consultants' current beliefs as well as various assumptions made by them and information currently available to them. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number of assumptions and estimates that, while considered reasonable by the respective parties, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Such factors include, without limitation the Company's ability to close the Offering, the Company's business, operations and financial condition potentially being materially adversely affected by the outbreak of epidemics, pandemics or other health crises, and by reactions by government and private actors to such outbreaks; risks to employee health and safety as a result of the outbreak of epidemics, pandemics or other health crises, that may result in a slowdown or temporary suspension of operations at some or all of the Company's mineral properties as well as its head office; fluctuations in the spot and forward price of gold, silver, base metals or certain other commodities; fluctuations in the currency markets (such as the Canadian dollar versus the U.S. dollar); changes in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected formations, pressures, cave-ins and flooding); the presence of laws and regulations that may impose restrictions on mining; employee relations; relationships with and claims by local communities, indigenous populations and other stakeholders; availability and increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development; title to properties.; and the additional risks described in the Company's Annual Information Form for the year ended December 31, 2024 filed with the Canadian securities regulatory authorities under the Company's SEDAR+ profile at www.sedarplus.ca, and in the Company's Annual Report on Form 40-F filed with the SEC on EDGAR.

First Mining cautions that the foregoing list of factors that may affect future results is not exhaustive. When relying on our forward-looking statements to make decisions with respect to First Mining, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. First Mining does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by the Company or on our behalf, except as required by law. 

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SOURCE First Mining Gold Corp.

FAQ

How much did First Mining Gold (FFMGF) raise in their August 2025 private placement?

First Mining Gold raised $24.4 million in the private placement, which combined with their July public offering of $12.0 million, totaled $36.4 million in funding.

What is the structure of First Mining Gold's August 2025 private placement?

The placement consisted of 95 million units at $0.18 per unit and 33.35 million flow-through units at $0.22 per unit, with each unit including one share and half a warrant exercisable at $0.27.

How will First Mining Gold (FFMGF) use the proceeds from the August 2025 offering?

The proceeds will be used to advance the company's Springpole and Duparquet gold projects, with flow-through funds specifically for Canadian exploration expenses, plus general working capital.

What is the warrant exercise price and expiration for First Mining's August 2025 private placement?

The warrants have an exercise price of $0.27 per share and expire 36 months from the closing date.

When does the statutory hold period end for First Mining Gold's August 2025 private placement?

The securities are subject to a four-month and one-day statutory hold period in accordance with Canadian securities laws.