$1,500,000 Financing and Fall – Winter Drill Program
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NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR
FOR DISSEMINATION IN THE UNITED STATES
September 16, 2025 – TheNewswire – Vancouver, B.C., Canada – Golden Cariboo Resources Ltd. (the “Company”) (CSE:GCC) (OTC:GCCFF) (WKN:A402CQ) (FSE:3TZ) announces a non-brokered private placement. The Company has opened a private placement offering of units for gross proceeds of up to $1,500,000 (the “Offering”). The Offering will consist of up to 30,000,000 units at a price of $0.05 per unit. Each unit will consist of one common share and one share purchase warrant. Each warrant is exercisable for a period of five years from the closing date at exercise prices as follows: $0.075 in year one, $0.10 in year two, $0.15 in year three, $0.20 in year four or $0.25 in year five.
Private Placement participation is available under Prospectus Exemptions which include Accredited Investors, Existing Securityholders and others. Subscribers purchasing Units under the Existing Securityholder Exemption must have been a Shareholder of the Company on or before September 15, 2025 (Record Date) and at date of issuance. Participation under the Existing Securityholder Exemption is limited to Canadian shareholders and participation by individual shareholders cannot exceed $15,000.
Proceeds from the private placement will fund the continuation of the Company’s 2025 fall-winter drilling campaign, aiming to extend the Halo/Main zones’ collective strike length from almost 600m to 2 km. The campaign includes 15 holes to delineate the Halo zone’s extension along the black argillite-greenstone contact, targeting the Pioneer Minfile occurrence to the north-northwest and the Main zone to the south-southeast. This comprises eight northerly step-out holes at approximately 100m intervals and nine southerly step-out holes at approximately 150m intervals. See map enclosure or visit the Company’s website at http://www.goldencariboo.com
The Company’s existing permit allows drill testing of the newly discovered Km Uno zone (see news release dated September 9, 2025), the parallel North Hixon zone to Cayenne trend, and the Sunset trend targets. These targets are supported by significant drill results and a resistivity high anomaly from the North Hixon zone, a resistivity high anomaly at the Sunset, and promising initial rock geochemistry from the Km Uno zone. The four trends collectively span approximately 8 km of prospective exploration potential, comparable to the Halo zone.
Private Placement participation is available under Prospectus Exemptions which include Accredited Investors, Existing Securityholders and others. Subscribers purchasing Units under the Existing Securityholder Exemption must have been a Shareholder of the Company on or before September 15, 2025 (Record Date) and at date of issuance. Participation under the Existing Securityholder Exemption is limited to Canadian shareholders and participation by individual shareholders cannot exceed $15,000.
All securities from the Private Placement are subject to a four-month hold period. In connection with the private placement, certain eligible persons (“Finders”) will be paid 8% cash commissions and 8% finder warrants, each finder warrant entitling the holder to acquire one common share at the same terms as the subscriber warrants, all in accordance with the policies of the CSE. The proceeds from this private placement will be used for general working capital and continued property exploration.
The securities being offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any of the securities laws of any state of the United States, and may not be offered or sold within the United States or for the account or benefit of U.S. persons or persons in the United States except pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities within the United States or to, or for the account or benefit of, U.S. persons or persons in the United States. “United States” and “U.S. person” have the meanings ascribed to them in Regulation S under the U.S. Securities Act.
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About Golden Cariboo Resources Ltd.
Golden Cariboo Resources Ltd. is rediscovering the Cariboo Gold Rush by proceeding with highly targeted drilling and trenching programs on its Quesnelle Gold Quartz Mine property which is bordered by Osisko Development (NSE:ODV/TSXV:ODV), partly intertwined with them at the north end of the Cariboo Gold Project, and located along a favourable corridor adjacent to the Spanish and Eureka thrust faults over a 94,899 hectare (234,501 acre) area. Historically, over 101 placer gold creeks on the 90-kilometer (56 mile) trend, from the Cariboo Hudson mine north to the Quesnelle Gold Quartz Mine property, have recorded production with successful placer mining continuing to this day.
Golden Cariboo’s Quesnelle Gold Quartz Mine property is 4 kilometers (2.5 miles) northeast of, and road accessible from, Hixon in central British Columbia. The Property includes the Quesnelle Quartz gold-silver deposit, which was discovered in 1865 and developed over a footprint of about 150m x 150m (< 6 acres) at the Main zone straddling Hixon Creek. Overall, the geological setting of the gold mineralization at the Company’s Quesnelle Gold Quartz Mine property shows strong similarities with the Spanish Mountain gold deposit, situated 120 km (75 miles) towards the southeast along the same geological trend. As a sediment-hosted vein (SHV) deposit, the Spanish Mountain deposit is considered to belong to the epizonal orogenic subclass of gold deposits which include some of the world’s largest deposits such as Muruntau, Uzbekistan and Bendigo, Australia.
For further information please contact:
GOLDEN CARIBOO RESOURCES LTD
“J. Frank Callaghan”
J. Frank Callaghan, President & CEO
Tel: 604-669-6463
VISIT OUR WEBSITE FOR MORE DETAILS
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Neither the “CSE” Canadian Securities Exchange nor its Regulation Service Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statements:
This news release contains statements which constitute “forward-looking information” within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of the Company with respect to future business activities and plans of the Company. Forward-looking information is often identified by the words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or similar expressions and includes information regarding; the expectation that the Company will receive all necessary exemptions and approvals to complete the Offering; the expectation that the Company will complete the Offering on the terms disclosed, or at all; the expectation that the proceeds will be used for property exploration and for general working capital; the Company’s exploration plans with respect to its Quesnelle Gold Quartz Mine property; and the anticipated participation of the insider in the Offering.
Such forward-looking statements are based on a number of assumptions of management, including, without limitation, that the Company will receive all necessary exemptions and approvals to complete the Offering; that the Company will complete the Offering on the terms disclosed, or at all; that the proceeds will be used for property exploration and for general working capital; that the Company will have the resources required to proceed with its exploration plans; that the Company will not run into regulatory or other barriers in carrying out its business plans; that the insider will participate in the Offering, on the terms and conditions and in the amount currently expected by management; and that the Company will be able to rely on the exemption from the formal valuation and minority shareholder approval requirements on the basis anticipated.
Additionally, forward-looking information involve a variety of known and unknown risks, uncertainties and other factors which may cause the actual plans, intentions, activities, results, performance or achievements of the Company to be materially different from any future plans, intentions, activities, results, performance or achievements expressed or implied by such forward-looking statements. Such risks include, without limitation: that the Company will not receive the necessary exemptions and approvals to complete the Offering; that the Company will not complete the Offering on the terms disclosed, or at all; that the Company will be unable to use the proceeds for property exploration and for general working capital; that the Company may incur unanticipated costs; that the Company may not have the resources required to pursue its exploration plans; that the Company’s operations could be adversely affected by possible future government legislation policies and controls or by changes in applicable laws and regulations; that the insider may not participate in the Offering on the terms and conditions and in the amount currently expected by management, or at all; and that the Company may not be able to rely on the exemption from the formal valuation and minority shareholder approval requirements on the basis currently expected. Such forward-looking information represents management’s best judgment based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information. Neither the Company nor any of its representatives make any representation or warranty, express or implied, as to the accuracy, sufficiency or completeness of the information in this news release. Neither the Company nor any of its representatives shall have any liability whatsoever, under contract, tort, trust or otherwise, to you or any person resulting from the use of the information in this news release by you or any of your representatives or for omissions from the information in this news release.
The forward-looking statements herein speak only as of the date they were originally made. The Company has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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