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Golden Shield secures CAD $2.135 million in non-brokered financing for Marudi Mountain

The board of Golden Shield Resources Inc. confirmed the closing of the final follow-on tranche of its non-brokered private placement, adding gross proceeds of CAD $135,000 to the financing. This tranche consisted of 540,000 Units issued at $0.25 per Unit, bringing the aggregate funds raised under the placement to CAD $2,135,000 through the issuance of 8,540,000 Units. The company referenced prior announcements dated March 9, 2026 and April 7, 2026 in describing the completion of this capital raise.

Each Unit is comprised of one common share and one warrant: the package is identified in this release as Units and the detachable instrument as Warrants. Each Warrant allows the holder to buy one share at an exercise price of $0.35 within a 12‑month period after closing. The warrants include an acceleration provision: if the 5‑day volume‑weighted average price (VWAP) of the shares on the Canadian Securities Exchange (the CSE) reaches or exceeds $0.40 at the close of any trading day, the company may issue a Warrant Acceleration Press Release, making the warrants expire on the 30th day after that notice.

Financing mechanics and insider participation

The closing included participation by company directors: a total of 1,240,000 Units were issued to directors for gross proceeds of CAD $310,000. That Insider Participation constitutes a related party transaction under Multilateral Instrument 61‑101 (MI 61‑101). Golden Shield relied on exemptions in sections 5.5(a) and 5.7(1)(a) of MI 61‑101, as neither the fair market value of the insider participation nor the securities issued exceeded 25% of the company’s market capitalization, thus avoiding requirements for a formal valuation or minority shareholder approval.

Approvals, hold periods and fees

Because the securities issued, including those issuable on exercise, represented issuance in excess of 100% of the then‑outstanding common shares, shareholder approval was required under Policy 4 of the CSE. The company obtained written consent from shareholders holding more than 50% of the outstanding shares as at April 2, 2026, in accordance with Section 4.6(1)(b) of Policy 4. No additional finder’s fees were paid in connection with the tranche announced on April 7, 2026. All securities issued under the placement are subject to a statutory four‑month hold period in line with applicable Canadian securities laws.

Use of proceeds and project focus

Golden Shield stated that net proceeds will be directed primarily to permitting activities at its flagship Marudi Mountain Gold project in southern Guyana. The company also intends to allocate funds for further project evaluations in South America and for general working capital. The emphasis on permitting reflects the company’s near‑term objective to advance regulatory and environmental clearances required to progress field programs.

Permitting and exploration priorities

Advancing permitting at Marudi Mountain includes environmental baseline work, stakeholder engagement and regulatory filings that typically precede larger‑scale exploration campaigns. Golden Shield framed these activities as central to unlocking the next stage of the asset’s value, while keeping flexibility to assess other regional opportunities in South America as conditions and results warrant.

Regulatory statements and risk disclaimers

The release reiterates that the securities have not been and will not be registered under the United States Securities Act of 1933 and are not being offered for sale in the United States absent registration or an available exemption; accordingly, distribution in the U.S. is restricted. Golden Shield also confirmed that the CSE has not reviewed or approved the content. Investors were reminded of standard cautionary language about forward‑looking statements, noting that projections and intended uses of proceeds are subject to risks and uncertainties beyond management’s control.

Where to find more information

For additional background, the company pointed to its prior news notices dated March 9, 2026 and April 7, 2026, and advised shareholders and interested parties that there are no undisclosed material facts or material changes. Those seeking updates or investor communications were directed to the company website and the registration link for investor updates.

Overall, the financing round provides Golden Shield with immediate capital to pursue permitting milestones at Marudi Mountain and to continue evaluating prospects across South America, while preserving the company’s flexibility to move quickly if market conditions trigger the Warrant Acceleration mechanism.

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