Vancouver, British Columbia--(Newsfile Corp. - October 1, 2025) - Kingman Minerals Ltd. (TSXV: KGS) (OTCQB: KGSSF) (FSE: 47A) ("Kingman" or the "Company") is pleased to announce an upsizing of its previously announced non-brokered follow-on private placement (cf. NR dated September 9, 2025), due to continued and strong investor demand. Total gross proceeds of the offering are now expected to be up to C$1,500,000, increased from the initially planned C$500,000.
The Company will issue up to 21,428,571 units at a price of C$0.07 per unit. Each unit will consist of one common share in the capital of the Company and one common share purchase warrant. Each warrant will entitle the holder to purchase one additional common share at an exercise price of C$0.09 per share, for a period of 24 months from the closing date.
Use of Proceeds
The net proceeds of the offering will be used to fund continued exploration and development activities at the Company's Mohave Project, including diamond drilling, geophysics, geochemical sampling, and permitting, as well as for general working capital. The Mohave Project includes the historic high-grade Rosebud Mine in Mohave County, Arizona, where bonanza-grade underground sampling of up to 688 g/t gold and 468 g/t silver has been previously reported.
Finders' Fees
The Company may pay finders' fees equal to 6.0% of the gross proceeds and issue finders' warrants equal to 6.0% of the number of units sold. Each finders' warrant will entitle the holder to purchase one common share of the Company at a price of C$0.09 for a period of 24 months from the date of closing.
Closing Conditions
The closing of the offering is subject to all necessary regulatory approvals, including approval of the TSX Venture Exchange. All securities issued under the offering will be subject to a statutory hold period of four months and one day in accordance with applicable securities laws.
Related Party Participation
It is anticipated that certain insiders of the Company may acquire units under the offering. Any such participation will be considered a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions. The Company will rely on exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a), on the basis that the fair market value of the participation by insiders will not exceed 25% of the Company's market capitalization.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
ABOUT
Kingman Minerals Ltd. (TSXV: KGS) is a publicly traded exploration and development company focused on precious metals in North America. The Company's flagship project is the 100%-owned historic Rosebud Mine, located in the Music Mountains, Mohave County, Arizona. High-grade gold and silver veins were discovered in the area in the 1880s and were mined mainly in the late 1920s and 1930s. Underground development on the Rosebud property included a 400-foot shaft and approximately 2,500 feet of drifts, raises and crosscuts. The Company believes that further exploration drilling and sampling along strike and depth extensions of existing and additional vein structures is essential to fully evaluate the project's potential.
For further information, please contact:
Simon D. Studer
Interim CEO, President & Director
simonstuder@kingmanminerals.com
Phone: 0041-44-585-2484
Corporate Office
Tel: (604) 685-7720
Email: info@kingmanminerals.com
Web: www.kingmanminerals.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statement Regarding Forward-Looking Information This news release contains "forward-looking information" within the meaning of applicable securities laws. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussion with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often, but not always using phrases such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to statements with respect to: the terms of the Private Placement; the anticipated use of proceeds; the completion of the Private Placement; and the approval of the TSX Venture Exchange.
All statements, other than statements of historical fact, included herein, constitutes forward-looking information. Although Kingman believes that the expectations reflected in such forward-looking information and/or information are reasonable, undue reliance should not be placed on forward-looking information since Kingman can give no assurance that such expectations will prove to be correct. Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information, including the risks, uncertainties and other factors identified in Kingman's periodic filings with Canadian securities regulators. Forward-looking information are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking information. Important factors that could cause actual results to differ materially from Kingman's expectations include risks related to the completion of the Private Placement, including TSXV approval; risks associated with the business of Kingman; risks related to reliance on technical information provided by Kingman; risks related to exploration and potential development of the Company's mineral properties; business and economic conditions in the mining industry generally; fluctuations in commodity prices and currency exchange rates; uncertainties relating to interpretation of drill results and the geology, continuity and grade of mineral deposits; the need for cooperation of government agencies and First Nation groups in the exploration and development of properties and the issuance of required permits; the need to obtain additional financing to develop properties and uncertainty as to the availability and terms of future financing; the possibility of delay in exploration or development programs and uncertainty of meeting anticipated program milestones; uncertainty as to timely availability of permits and other governmental approvals; and other risk factors as detailed from time to time and additional risks identified in Kingman's filings with Canadian securities regulators on SEDAR+ in Canada (available at www.sedarplus.ca).
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SOURCE: Kingman Minerals Ltd.
