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NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES VANCOUVER, British Columbia, June 12, 2025 (GLOBE NEWSWIRE) -- Thesis Gold (“Thesis” or the “Company”) (TSXV: TAU | WKN: A3EP87 | OTCQX: THSGF) is pleased to announce that the Company has entered into an agreement with Scotia Capital Inc. (“Scotiabank”) acting as sole bookrunner, which together with Clarus Securities Inc. (“Clarus”) acting as co-lead underwriter, on behalf of a syndicate of underwriters (collectively, with Scotiabank and Clarus, the “Underwriters”) in connection with an underwritten offering of approximately C$20 million (the “Offering”). The Offering will consist of (i) 5,770,000 common shares of the Company to be issued as “flow-through shares” with respect to “Canadian exploration expenses” (each within the meaning of the Income Tax Act (Canada)) (the “BC CEE Flow-Through Shares”) at a price of C$1.56 per BC CEE Flow-Through Share for aggregate gross proceeds of C$9,001,200; (ii) 5,890,000 common shares of the Company to be issued as “flow-through shares” with respect to “Canadian exploration expenses” (each within the meaning of the Tax Act) (“National CEE Flow-Through Shares”) at a price of C$1.445 per National CEE Flow-Through Share for aggregate gross proceeds of C$8,511,050 and (iii) 1,930,000 common shares of the Company to be issued as “flow-through shares” with respect to “Canadian exploration expenses” (each within the meaning of the Tax Act) (“Traditional Flow-Through Shares”) at a price of C$1.30 per Traditional Flow-Through Share for aggregate gross proceeds of C$2,509,000 (the BC CEE Flow-Through Shares, the National CEE Flow-Through Shares and the Traditional Flow-Through Shares are, collectively referred to as the “Flow-Through Shares”).
