GSP Resource Corp. Closes Oversubscribed Private Placement

Vancouver, British Columbia — May 14, 2026 — Leads & Copy —

GSP Resource Corp. has closed an over-subscribed non-brokered private placement for gross proceeds of $1,220,000, according to a news release dated May 14, 2026.

The private placement consisted of 3,633,333 flow-through common shares priced at $0.15 each, and 5,625,000 units priced at $0.12 each.

Each flow-through share qualifies under the Income Tax Act (Canada). Each unit includes one common share and one-half of a common share purchase warrant. Each whole warrant allows the holder to buy one common share at $0.18 for three years from the private placement's closing.

GSP Resource intends to allocate the flow-through share proceeds to exploration at the Alwin Mine and Mer Properties. The company aims for these expenses to be eligible for the Critical Mineral Exploration Tax Credit. These proceeds will fund “Canadian exploration expenses” and “flow through mining expenditures” as defined in the ITA, targeted for critical minerals to qualify under the CMETC. The company plans to renounce these proceeds to subscribers by December 31, 2026, for at least the total gross proceeds from the flow-through shares.

Net proceeds from the unit sales will also support exploration at the Alwin Mine and Mer Properties, as well as general corporate and working capital needs.

An insider of the company, specifically the President and Chief Executive Officer, acquired 55,000 flow-through shares for $8,250. This participation makes the transaction a “related party transaction” under Multilateral Instrument 61-101. The company is relying on exemptions from the formal valuation requirements (section 5.5(a)) and minority shareholder approval requirements (section 5.7(1)(a)) of MI 61-101. These exemptions are applicable because the fair market value of the subject matter and consideration does not exceed 25% of the company’s market capitalization.

In connection with the private placement, GSP Resource paid $31,451.12 in cash finder’s fees and issued 213,274 non-transferable broker warrants. Of these, 195,247 warrants are exercisable at $0.15 per share and 18,000 at $0.12 per share, both for three years from the closing of the private placement.

Securities issued under the private placement, including common shares from warrant exercises, are subject to a statutory hold period of four months and one day following the closing date, according to Canadian securities laws and TSX Venture Exchange policies.

GSP Resource Corp. focuses on mineral exploration and development in Southwestern British Columbia. It holds 100% interest in the Alwin Mine Copper-Gold-Silver Property, the Mer Property in the Kamloops Mining Division, and the Olivine Mountain Property in the Similkameen Mining Division.

Source: GSP Resource Corp.