Voyager Metals Inc. announced a non-brokered private placement of 31,024,294 common shares at an issue price of CAD 0.1523 per share for gross proceeds of up to CAD 4,725,000 on March 7, 2023. The company entered into subscription agreement with returning investor Cerrado Gold Inc. for subscribing all share in the transaction for approximately holding 19.9%of the issued and outstanding of the company, on an undiluted basis and approximately 17.0% on a fully diluted basis, representing proceeds to company of up to CAD 3,700,000. The Subscription Price is equal to the price per company?s common share implied by the Exchange Ratio.

Certain additional subscribers beyond Cerrado Gold Inc. are expected to purchase company?s Shares at a price per common share equal to the greater of the Subscription Price and the lowest subscription price allowable under the policies of the Exchange. The Private Placement is expected to be completed as promptly as possible following receipt of the conditional approval of the Exchange. In the case of company, the board of directors approved the Private Placement upon receipt of the unanimous recommendation of a special committee composed exclusively of independent directors of company.