Omai Gold Completes C$40 Million Private Placement

• Omai Gold Mines Corp. closed a bought deal private placement of 34.8 million common shares at C$1.15 per share for gross proceeds of C$40 million.
• Paradigm Capital Inc. led the transaction as sole bookrunner alongside six other underwriters: Haywood Securities Inc., Agentis Capital Markets, National Bank Financial Inc., Desjardins Securities Inc., Cormark Securities Inc., and Stifel Nicolaus Canada Inc.
• Net proceeds will be used for exploration and development activities and general working capital purposes at the 100%-owned Omai Gold Project in Guyana.
• The company holds 2.1 million ounces of gold in Indicated resources and 4.4 million ounces in Inferred resources across the Wenot and Gilt Creek deposits, following a 96% resource increase at Wenot announced in August 2025.
• A company officer purchased 200,000 shares in the placement, constituting a related party transaction under Canadian securities regulations.

Omai Gold Mines Corp. (TSXV: OMG) is a Canadian gold exploration and development company advancing two orogenic gold deposits at its 100%-owned Omai Gold Project in Guyana, South America. The property produced 3.7 million ounces of gold from 1993 to 2005. In August 2025, the company announced a 96% increase to the Wenot resource, bringing total resources to 2.1 million ounces Indicated and 4.4 million ounces Inferred.

Private Placement Structure and Transaction Details

Omai Gold closed the bought deal private placement on 21 October 2025, issuing 34,783,000 common shares at C$1.15 per share for gross proceeds of C$40,000,540. The transaction was conducted by Paradigm Capital Inc. as lead underwriter and sole bookrunner, along with Haywood Securities Inc., Agentis Capital Markets, National Bank Financial Inc., Desjardins Securities Inc., Cormark Securities Inc., and Stifel Nicolaus Canada Inc. The company paid the underwriters a cash commission of C$2,194,274.75.

The securities issued are subject to a four-month-and-one-day hold period under Canadian law from the closing date. The offering remains subject to final acceptance by the TSX Venture Exchange. The shares were issued through a private placement and have not been registered under the United States Securities Act of 1933.

A company officer purchased 200,000 shares in the placement for C$230,000 at the same C$1.15 per share price. This transaction qualifies as a related party transaction under Multilateral Instrument 61-101 but is exempt from formal valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(1)(a), as the fair market value of shares issued to insiders does not exceed 25% of the company's market capitalisation. The company did not file a material change report 21 days before closing because insider participation had not been confirmed at that time.

Use of Proceeds and Current Operations

The net proceeds from the offering will be used for exploration and development activities and general working capital purposes. The company currently operates four drill rigs at the Omai Gold Project. At Wenot, drilling focuses on optimising the upcoming preliminary economic assessment, testing the deposit's boundaries to the east and west, and upgrading Inferred resources to Indicated category. Additional drilling will explore known gold occurrences for potential near-surface, higher-grade satellite deposits.

In August 2025, the company announced a 96% increase to the Wenot Gold Deposit mineral resource estimate, bringing it to 970,000 ounces of gold in the Indicated category (averaging 1.46 g/t Au in 20.7 Mt) and 3,717,000 ounces in the Inferred category (averaging 1.82 g/t Au in 63.4 Mt). The global resource estimate at Omai, including Wenot and Gilt Creek deposits, totals 2,121,000 ounces Indicated (averaging 2.07 g/t Au in 31.9 Mt) and 4,382,000 ounces Inferred (averaging 1.95 g/t Au in 69.9 Mt).

The baseline preliminary economic assessment announced in April 2024 contemplated an open pit-only development scenario and included less than 30% of the current mineral resource estimate. The company plans to release an updated preliminary economic assessment in Q1 2026 that will include the expanded Wenot open pit deposit and the adjacent Gilt Creek underground deposit. The Omai site benefits from existing infrastructure and road connections to Georgetown and Linden.

Next Steps

The company will continue its four-rig drilling programme at the Omai Gold Project, with activities focused on optimising the preliminary economic assessment, upgrading resources at Wenot, and exploring satellite deposit potential. The updated preliminary economic assessment incorporating the expanded Wenot open pit and Gilt Creek underground deposits is scheduled for release in Q1 2026. The offering remains subject to final acceptance by the TSX Venture Exchange.

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