STOCK TITAN

New Found Gold (NYSE: NFGC) closes $115M bought deal financing

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

New Found Gold Corp. has closed a bought deal public offering of 38,870,000 common shares at $2.96 per share, raising gross proceeds of $115,055,200. The underwriters fully exercised their 5,070,000-share over-allotment option.

After paying a total cash fee of $5,160,441 to the underwriting syndicate, the company plans to use the net proceeds to advance its 100% owned Queensway Gold Project and for general corporate and working capital purposes. Cornerstone investor Eric Sprott participated and maintained his approximate 19% shareholding, and certain directors and officers also took part under related party transaction exemptions. The financing remains subject to final TSX Venture Exchange approval.

Positive

  • None.

Negative

  • None.

Insights

New Found Gold secures $115M to fund Queensway exploration and development.

New Found Gold completed a bought deal equity financing of 38,870,000 common shares at $2.96 each, for gross proceeds of $115,055,200. Underwriters fully exercised a 5,070,000-share over-allotment option, signaling strong demand under this structure.

The company will direct net proceeds to its 100% owned Queensway Gold Project and for general corporate and working capital needs. A cash underwriting fee of $5,160,441 reflects standard transaction costs for this scale of raise. Final approval from the TSX Venture Exchange is still required.

Participation by cornerstone investor Eric Sprott, who maintained approximately 19% ownership, and by certain directors and officers, suggests continued insider alignment. Subsequent disclosures in company filings can clarify how this capital accelerates work programs at Queensway and related assets.

Gross proceeds $115,055,200 Aggregate gross proceeds of the bought deal offering
Shares issued 38,870,000 common shares Total shares sold in the offering including over-allotment
Offering price $2.96 per share Price per common share in the bought deal
Over-allotment option 5,070,000 shares Shares issued under fully exercised over-allotment
Underwriters’ cash fee $5,160,441 Aggregate underwriting fee paid on the offering
Standard underwriting commission 5.25% of gross proceeds Applied to most non-President’s List sales
President’s List commission 1.0% of gross proceeds Applied to President’s List Sales
Eric Sprott ownership approximately 19% Shareholding maintained after participating in the offering
bought deal financial
"it has closed its previously announced “bought deal” public offering of 38,870,000 common shares"
A bought deal is a type of securities offering where an investment bank agrees to purchase the entire share or bond issue from a company up front and then resells it to investors, acting like a wholesaler who guarantees the sale. For investors, it matters because it gives the company fast, certain access to cash while potentially signaling pricing pressure or dilution—meaning the shares may be sold at a discount and existing holders could see their ownership reduced.
over-allotment option financial
"including the exercise, in full, of the Underwriters’ over-allotment option of 5,070,000 Common Shares"
An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.
short form base shelf prospectus regulatory
"by way of a prospectus supplement to the Company’s short form base shelf prospectus dated May 23, 2025"
A short form base shelf prospectus is a pre-approved, reusable document that lets a company register a pool of securities (like stocks or bonds) it can sell over time without repeating a full disclosure process each time. Think of it as a menu the company files once so it can quickly offer items from that menu later; investors care because it speeds up capital raises, can dilute existing holdings, and signals the company’s ability to access funding when needed.
Form F-10 regulatory
"forming part of the Company’s registration statement on Form F-10 in the United States"
Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.
Multilateral Instrument 61-101 regulatory
"within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions"
Multilateral Instrument 61-101 is a securities regulation that sets rules for certain corporate deals—like mergers, asset sales, or related-party transactions—to protect minority shareholders by requiring extra disclosure, independent valuation and, in many cases, formal shareholder approval. Think of it as an impartial referee and checklist that forces companies to show the full playbook and get a vote or an independent price opinion, so investors can judge whether a proposed deal is fair and avoid being overridden by insiders.
Offering Type secondary
Price Range $2.96 per share
Use of Proceeds Advance the 100% owned Queensway Gold Project and for general corporate and working capital purposes

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

 

For the month of April 2026

 

Commission File Number: 001-39966

 

New Found Gold Corp.
(Exact name of registrant as specified in its charter)

 

1133 Melville Street, Suite 3500, The Stack
Vancouver, British Columbia
V6E 4E5 Canada

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or 40-F:

 

Form 20-F ¨ Form 40-F x

 

 

 

 

 

 


EXHIBIT INDEX

 

Exhibit   Description
   
99.1   News Release dated April 27, 2026

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf by the undersigned, thereunto duly authorized.

 

    NEW FOUND GOLD CORP.
    (Registrant)
     
Date: April 27, 2026   By: /s/ Keith Boyle
      Keith Boyle
      Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

 

New Found Gold Closes Bought Deal Financing Including Full Exercise of Underwriters’ Over-Allotment Option for Gross Proceeds of $115M

 

All amounts in Canadian dollars unless otherwise noted

 

VANCOUVER, British Columbia – April 27, 2026 – New Found Gold Corp. (“New Found Gold” or the “Company”) (TSXV: NFG | NYSE American: NFGC) is pleased to announce that it has closed its previously announced “bought deal” public offering of 38,870,000 common shares of the Company (the “Common Shares”) at a price of $2.96 per Common Share (the “Offering Price”), including the exercise, in full, of the Underwriters’ (as defined below) over-allotment option (the “Over-Allotment Option”) of 5,070,000 Common Shares at the Offering Price per Common Share, for aggregate gross proceeds of $115,055,200 (the “Offering”).

 

The Offering was completed pursuant to an underwriting agreement, dated April 22, 2026, entered into among the Company and a syndicate of underwriters led by BMO Capital Markets and SCP Resource Finance LP and including Canaccord Genuity Corp., National Bank Financial Inc., Paradigm Capital Inc., Roth Canada, Inc., ATB Cormark Capital Markets, Beacon Securities Limited, CIBC Capital Markets, Desjardins Capital Markets and Stifel Canada (collectively, the “Underwriters”).

 

Both EdgePoint Investment Group Inc. and Mr. Eric Sprott participated in the Offering with co-lead orders. Mr. Sprott has maintained his approximate 19% shareholdings.

 

In connection with the closing of the Offering, the Company paid to the Underwriters a cash fee in the aggregate amount of $5,160,441, representing (i) 5.25% of the gross proceeds of the Offering, other than the gross proceeds raised from certain sales pursuant to a president’s list (the “President’s List Sales”); and (ii) 1.0% of the gross proceeds raised from President’s List Sales. BMO Capital Markets, SCP Resource Finance LP, Canaccord Genuity Corp., National Bank Financial Inc., Paradigm Capital Inc., Roth Canada, Inc., ATB Cormark Capital Markets, Beacon Securities Limited, CIBC Capital Markets, Desjardins Capital Markets and Stifel Canada each received $1,967,418, $1,722,297, $245,121, $245,121, $245,121, $245,121, $98,048, $98,048, $98,048, $98,048 and $98,048, respectively.

 

The net proceeds from the Offering will be used by the Company to advance its 100% owned Queensway Gold Project (“Queensway”) and for general corporate and working capital purposes.

 

The Common Shares were offered in all of the provinces and territories of Canada, excluding Quebec and Nunavut, by way of a prospectus supplement (the “Prospectus Supplement”) to the Company’s short form base shelf prospectus dated May 23, 2025 (the “Base Shelf Prospectus”). The Common Shares were also offered by way of a U.S. prospectus supplement to the Company's base shelf prospectus (the "U.S. Prospectus") forming part of the Company’s registration statement on Form F-10 in the United States. Copies of the Prospectus Supplement, Base Shelf Prospectus, U.S. Prospectus and documents incorporated by reference therein are available electronically on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov under New Found Gold’s issuer profile, as applicable.

 

The Offering remains subject to the final approval of the TSX Venture Exchange (the “TSXV”).

 

Certain directors and officers of the Company participated, directly or indirectly, in the Offering along with the Company’s cornerstone investor, Mr. Eric Sprott, who is considered a “related party” of New Found Gold due to his shareholdings (collectively, the “Insiders”). The Insiders’ participation in the Offering constitutes “a related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company has relied on the exemptions from valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such related party participation.

 

 

 

 

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

 

About New Found Gold

 

New Found Gold is an emerging Canadian gold producer with assets in Newfoundland and Labrador, Canada. The Company holds a 100% interest in Queensway and the Hammerdown Gold Project, which includes the Hammerdown deposit and Pine Cove milling and tailings facilities. The Company is currently focused on advancing its flagship Queensway to production and bringing the Hammerdown deposit into commercial gold production.

 

In July 2025, the Company completed a PEA at Queensway (see New Found Gold press release dated July 21, 2025). Recent drilling continues to yield new discoveries along strike and down dip of known gold zones, pointing to the district-scale potential that covers a +110 km strike extent along two prospective fault zones at Queensway.

 

Throughout 2025, New Found Gold built a new board of directors and management team and has a solid shareholder base which includes cornerstone investor Eric Sprott. The Company is focused on growth and value creation.

 

Keith Boyle, P.Eng.

Chief Executive Officer

New Found Gold Corp.

 

Contact

 

For further information on New Found Gold contact us through our investor inquiry form on our website or contact:

 

Fiona Childe, Ph.D., P.Geo.

Vice President, Communications and Corporate Development

Phone: +1 (416) 775-2700

Email: contact@newfoundgold.ca

 

Qualified Person

 

The scientific and technical information disclosed in this press release was reviewed and approved by Keith Boyle, P.Eng., CEO, and a Qualified Person as defined under NI 43-101. Mr. Boyle consents to the publication of this press release by New Found Gold. Mr. Boyle certifies that this press release fairly and accurately represents the scientific and technical information that forms the basis for this press release.

 

Neither the 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 release.

 

 

 

 

 

Forward-Looking Information

 

This press release contains certain “forward-looking statements” within the meaning of Canadian and United States securities legislation, including statements regarding the Offering, the use of proceeds of the Offering; the approval by the TSXV of the Offering; the Company’s focus on advancing Queensway to production and bringing the Hammerdown deposit into commercial gold production; and the Company’s focus on growth and value creation. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “interpreted”, “intends”, “estimates”, “projects”, “aims”, “suggests”, “indicate”, “often”, “target”, “future”, “likely”, “pending”, “potential”, “encouraging”, “goal”, “objective”, “prospective”, “possibly”, “preliminary”, and similar expressions, or that events or conditions “will”, “would”, “may”, “can”, “could” or “should” occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made, and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except to the extent required by applicable securities laws and the policies of the TSXV and NYSE American LLC , the Company undertakes no obligation to update these forward-looking statements if management’s beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include risks associated with the Company’s ability to complete exploration and drilling programs as expected, possible accidents and other risks associated with mineral exploration operations, the risk that the Company will encounter unanticipated geological factors, risks associated with the interpretation of exploration results and the results of the metallurgical testing program, the possibility that the Company may not be able to secure permitting and other governmental clearances necessary to carry out the Company’s exploration plans, the risk that the Company will not be able to raise sufficient funds to carry out its business plans, and the risk of political uncertainties and regulatory or legal changes that might interfere with the Company’s business and prospects. The reader is urged to refer to the Company’s Annual Information Form and Management’s Discussion and Analysis, publicly available through the Canadian Securities Administrators’ System for Electronic Data Analysis and Retrieval + (SEDAR+) at www.sedarplus.ca and on the website of the United States Securities and Exchange Commission at www.sec.gov for a more complete discussion of such risk factors and their potential effects.

 

 

 

FAQ

How much capital did New Found Gold (NFGC) raise in the April 2026 financing?

New Found Gold raised gross proceeds of $115,055,200 through a bought deal public offering. The company issued 38,870,000 common shares at $2.96 per share, including 5,070,000 shares from the fully exercised over-allotment option by the underwriters.

How many shares did New Found Gold (NFGC) issue and at what price?

New Found Gold issued 38,870,000 common shares at an offering price of $2.96 per share. This total includes 5,070,000 shares issued upon full exercise of the underwriters’ over-allotment option under the bought deal financing structure.

What will New Found Gold (NFGC) use the bought deal proceeds for?

New Found Gold plans to use the net proceeds to advance its 100% owned Queensway Gold Project and for general corporate and working capital purposes. This aligns the new capital directly with project development spending and ongoing corporate requirements.

Did Eric Sprott participate in New Found Gold’s April 2026 financing?

Yes. Cornerstone investor Eric Sprott participated in the offering with a co-lead order and maintained his approximate 19% shareholding in New Found Gold. Certain directors and officers of the company also participated directly or indirectly in the financing.

What fees did underwriters earn on New Found Gold’s $115M offering?

Underwriters received a total cash fee of $5,160,441, calculated as 5.25% of most gross proceeds and 1.0% on President’s List sales. Individual firms such as BMO Capital Markets and SCP Resource Finance LP received specific, disclosed cash amounts.

Is New Found Gold’s April 2026 financing fully approved?

The transaction has closed, but it remains subject to final approval of the TSX Venture Exchange. The common shares were offered under Canadian and U.S. prospectus supplements connected to the company’s base shelf prospectuses on SEDAR+ and EDGAR.

Filing Exhibits & Attachments

1 document