Red Canyon Announces Flow-Through Financing

Red Canyon Resources Ltd.

Vancouver, British Columbia – TheNewswire – October 1, 2026 –  Red Canyon Resources Ltd. (“Red Canyon” or the “Company”) (CSE: REDC | OTCQB: REDRF | Frankfurt: I91) is pleased to announce that it proposes to undertake a non-brokered flow-through private placement (the “FT Offering”) to raise gross proceeds of up to $1,000,000 through the issuance up to 5,000,000 flow-through units (each, a “FT Unit”) of the Company at a price of $0.20 per FT Unit.

Each FT Unit shall consist of one flow-through common share of the Company (each, a “FT Share”) and one-half of one common share purchase warrant (each whole such warrant, a “Warrant”). Each Warrant is exercisable into one common share of the Company (each, a “Warrant Share”) at a price of $0.30 for an 18-month term. Each FT Share will qualify as a “flow-through share” within the meaning of subsection 66(15) of the Income Tax Act (Canada) (the “Tax Act”). The Warrant Shares issued on exercise of the Warrants will not be “flow-through shares” for the purposes of the Tax Act.

The proceeds from the FT Offering will be used to incur eligible “Canadian exploration expenses” that qualify as “flow-through critical mineral mining expenditures” as both terms are defined in the Tax Act (the “Qualifying Expenditures”) related to the Company’s Kendal and Osiris projects, and other eligible projects in British Columbia, on or before December 31, 2027, and the Company will renounce all the Qualifying Expenditures in favour of the subscribers of the FT Shares effective December 31, 2026. The flow-through critical mineral mining expenditures will be eligible for a federal 30% investment tax credit for any eligible individual investors and, for any individual investor who is resident or subject to tax in the Province of British Columbia, the incurred exploration expenses will also be eligible for the 20% additional tax credit under the Income Tax Act (British Columbia).

The closing of the FT Offering is subject to certain conditions including, but not limited to, approval of the Canadian Securities Exchange (“CSE”) and receipt of all required regulatory and other approvals.

All securities issued will be subject to a statutory hold period of four months and one day.

Finders’ fees may be paid in connection with the FT Offering in accordance with the policies of the CSE.  

Directors and officers of the Company may acquire securities under the FT Offering, which will be considered a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). Such participation is expected to be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.

The offered securities have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”) or any state securities laws and may not be offered or sold to, or for the account or benefit of, any person in the United States or any “U.S person”, as such term is defined in Regulation S under the Securities Act, absent registration or an applicable exemption from registration requirements. Offers and sales in the United States will be limited to institutional accredited investors and qualified institutional buyers. 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 securities in any state in which such offer, solicitation or sale would be unlawful.

About Red Canyon Resources

Red Canyon Resources Ltd. (CSE: REDC) is a technically-driven, discovery-focused mineral exploration company exploring North America’s top copper jurisdictions.  The Company’s core goal is to make impactful copper discoveries and has a portfolio of 100%-owned copper and copper-gold porphyry exploration projects.

The 100%-owned Kendal copper project in west-central British Columbia is a priority project for the Company.  The 2026 exploration program including an independent vectoring study and expanded geochemical surveys have been completed.  A 3DIP geophysical survey is currently in progress.

Recent work on Company’s 100%-owned Osiris project in central British Columbia has outlined new high-priority areas at Nautilus and EV (see news releases September 14, 2026, and August 14, 2026). Fall exploration work is ongoing including, planned initial diamond drilling at the EV and Nautilus targets.

The Company’s technical team consists of experienced geoscientists with diverse capital market, junior, and major mining company backgrounds and a track record of success.

For more information, please visit the Company’s website at www.redcanyonresources.com.

Red Canyon is part of the NewQuest Capital group which is a discovery-driven investment company that builds value through the incubation and financing of mineral projects and companies.  Further information about NewQuest can be found on the company website at www.nqcapitalgroup.com.

 
 

On behalf of the Board of Directors:

Wendell Zerb, P. Geol
Chairman and Chief Executive Officer
+1 (604) 681-9100

[email protected]

For further information, please contact:

Brennan Zerb
Investor Relations Manager
+1 (778) 867-5016

[email protected]

 

The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this press release.

FORWARD-LOOKING STATEMENTS

This news release includes certain forward-looking statements and forward-looking information (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein including, without limitation, statements regarding the FT Offering, the use of proceeds from the FT Offering, and other future plans and objectives of the Company, are forward-looking statements. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Often, but not always, forward looking information can be identified by words such as “pro forma”, “plans”, “expects”, “may”, “should”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, “believes”, “potential” or variations of such words including negative variations thereof, and phrases that refer to certain actions, events or results that may, could, would, might or will occur or be taken or achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks and other factors include, among others, failure to obtain CSE acceptance of the FT Offering, inability to use the proceeds from the FT Offering as expected, and risks associated with mineral exploration, including the risk that actual results and timing of exploration and development will be different from those expected by management, as well as those factors discussed under the heading “Risk Factors” in the Company’s prospectus dated October 12, 2023 and other filings of the Company with the Canadian Securities Authorities, copies of which can be found under the Company’s profile on the SEDAR+ website at www.sedarplus.ca.

 

Readers are cautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to update any of the forward-looking statements, except as otherwise required by law.

  

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Copyright (c) 2026 TheNewswire – All rights reserved.

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