Core Viewpoint - Nuvau Minerals Inc. has successfully closed the second and final tranche of its brokered private placement, raising a total of $21,368,670.70 in gross proceeds through the issuance of common shares and units, which will be used for eligible Canadian exploration expenses [1][2]. Group 1: Offering Details - The second tranche included the issuance of 7,928,523 flow-through shares at $0.90 each, generating gross proceeds of $7,135,670.70, and 320,000 units at $0.80 each, generating $256,000 [1]. - The total gross proceeds from both tranches of the Offering amount to $21,368,670.70 [1]. - Each unit consists of one common share and one-half of a transferable common share purchase warrant, with each whole warrant allowing the purchase of one common share at $1.30 until February 25, 2029 [1]. Group 2: Use of Proceeds - The proceeds from the Offering will be allocated to incur eligible "Canadian exploration expenses," qualifying as "flow-through mining expenditures" [2]. - At least 30% of the qualifying expenditures will be renounced to subscribers of flow-through shares as FTCMME, with some subscribers eligible for a higher percentage [2]. - All qualifying expenditures are to be incurred by December 31, 2027, and will be renounced in favor of the subscribers by December 31, 2026 [2]. Group 3: Agent and Compensation - The Offering was co-led by Clarus Securities Inc. and Integrity Capital Group Inc., with a cash commission of 6.0% on gross proceeds, reduced to 3.0% for certain purchasers [3]. - The Company will issue non-transferable compensation options equal to 6.0% of the total number of flow-through shares and/or units sold, reduced to 3.0% for President's List Purchasers [3]. Group 4: Insider Participation - A director of the Company subscribed for 444,444 flow-through shares, contributing $444,444 to the gross proceeds [4]. - The Company is relying on exemptions from formal valuation and minority shareholder approval requirements under MI 61-101 due to the transaction's fair market value being less than 25% of the Company's market capitalization [4]. Group 5: Company Overview - Nuvau Minerals Inc. is a Canadian mining company focused on exploration and development, with its principal asset being the Matagami property in central Québec, acquired from Glencore Canada Corporation [7].

Core Points - Northfield Capital Corporation is conducting a brokered financing offering units at a price of $5.50 per unit, aiming for gross proceeds of up to $10,000,001 [1][3] - Each unit consists of one class A restricted voting share and one share purchase warrant, with the warrant allowing the purchase of an additional share at $7.50 for three years [1] - The net proceeds will be allocated for operational expenditures and general corporate purposes [3] Offering Details - Integrity Capital Group Inc. is the lead agent and will receive a 6% cash commission on gross proceeds, with compensation options for agents based on units sold [2] - The offering is subject to TSX Venture Exchange approval and is expected to close around December 2, 2025 [3] Regulatory Compliance - The units will be offered under National Instrument 45-106, exempting them from a hold period in Canada [4] - Certain insiders may participate in the offering, which is classified as a related party transaction but is expected to be exempt from formal valuation and minority shareholder approval requirements [6][12] Class B Share Issue - The company plans to issue up to 2,388 Class B multiple voting shares to Mr. Robert Cudney at a price of $6.20 per share, totaling gross proceeds of up to $14,806 [8][9] - This issuance is to maintain Mr. Cudney's voting interest following the offering and is subject to Exchange approval [10][11] Company Overview - Northfield Capital Corporation is a publicly traded investment firm with a focus on resources, mining, aviation, and premium alcoholic beverages, founded in 1981 [14]