Thesis Gold & Silver Inc. closes $58.4 million private placement including increased strategic investment by AngloGold Ashanti

Counsel to Thesis Gold & Silver Inc. with respect to its closing of a $58,462,111 private placement offering of common shares and charity flow-through shares, including an increased strategic investment by AngloGold Ashanti plc.

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On August 27, 2026, Thesis Gold & Silver Inc. (the “Company“) closed its private placement offering of hard-dollar common shares and charity flow-through shares for aggregate gross proceeds of $58,462,111 (the “Offering“). The Offering consisted of the issuance of 8,342,257 common shares at a price of C$3.4118 per common share for gross proceeds of C$28,462,112, 2,020,202 common shares issued as charity flow-through shares at a price of C$4.95 per share for gross proceeds of C$10,000,000, and 4,282,655 common shares issued as charity flow-through shares at a price of C$4.67 per share for gross proceeds of C$19,999,999.

Following completion of the Offering, AngloGold Ashanti plc (“AngloGold Ashanti“) increased its strategic investment in the Company from approximately 5% to 9.7% of the issued and outstanding common shares. In connection with the Offering, the Company and AngloGold Ashanti entered into an amended and restated investor rights agreement, superseding the investor rights agreement dated February 26, 2026, providing AngloGold Ashanti with certain additional investor rights customary for a strategic investment of this nature.

The Company is a Canadian precious metals development company focused on advancing its 100%-owned Lawyers-Ranch Gold-Silver Project in British Columbia’s Toodoggone Mining District. The gross proceeds from the charity flow-through shares will be used to incur eligible Canadian exploration expenses related to Lawyers-Ranch, and the gross proceeds from the issuance of common shares will be used for working capital and general corporate purposes, including work related to the technical studies currently underway at the Project.

Miller Thomson advised Thesis Gold & Silver Inc. on this transaction with a team led by Andrew Powers, Florind Polo, Alex Bruvels, Connor Broude and Wendy Wang (Capital Markets/Securities).