New Risk • May 01
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 19% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (23% average weekly change). Negative equity (-CA$313k). Revenue is less than US$1m. Minor Risks Shareholders have been diluted in the past year (19% increase in shares outstanding). Market cap is less than US$100m (CA$56.2m market cap, or US$41.4m). Announcement • May 01
Pacific Booker Minerals Inc. announced that it expects to receive CAD 3.000228 million in funding Pacific Booker Minerals Inc. announced a non-brokered private placement financing of up to 1,260,600 units at a price of CAD 2.38 per Unit for gross proceeds of CAD 3,000,228 on April 30, 2026. Each Unit consists of one common share of the Company and one Common Share purchase warrant. Each Warrant will entitle the holder thereof to acquire one Common Share from the Company at a price of CAD 2.74 per Common Share for a period of 36 months from the closing date of the Offering. The closing of the Offering is subject to certain conditions, including the approval of the TSX Venture Exchange and certain other conditions customary for a private placement of this nature. All securities issued pursuant to the Offering will be subject to a hold period in accordance with applicable Canadian securities law, expiring four months and one day following the closing date of the Offering. The Company may pay a finder's fee in respect of those purchasers under the Offering introduced to the Company by certain persons (each, a "Finder"). Each Finder will be entitled to receive a cash payment equal to 8% of the gross proceeds received by the Company from purchasers under the Offering who were introduced to the Company by such Finder and Warrants in an amount equal to 8% of the number of Units sold to purchasers identified by such Finder. Announcement • Apr 15
American Eagle Gold Corp. (TSXV:AE) proposed to acquire Pacific Booker Minerals Inc. (TSXV:BKM) for CAD 29.6 million. American Eagle Gold Corp. (TSXV:AE) proposed to acquire Pacific Booker Minerals Inc. (TSXV:BKM) for CAD 29.6 million on April 14, 2026. As part of the acquisition, American Eagle Gold Corp. will acquire all of the issued and outstanding common shares of Pacific Booker Minerals Inc. in exchange for 1.41 common shares of American Eagle for each Pacific Booker share. The Offer values Pacific Booker at CAD 1.76 per share and a total equity value of approximately CAD 31million on a fully diluted, in-the-money basis. The offer has commenced on April 14, 2026 and is open for acceptance until on July 29, 2026. Upon completion, American Eagle and former Pacific Booker shareholders to own approximately 89.8% and 10.2%, respectively, on a fully diluted, in-the-money basis.
The transaction is subject to minimum tender of 50.1% of Pacific Booker’s shares outstanding, approval of offer by the shareholders of Pacific Booker Minerals Inc., governmental, regulatory and stock exchange approvals. The offer is not subject to any due diligence investigation or financing conditions and approval by the shareholders of American Eagle Gold Corp. The deal has been unanimously approved by the board of directors of American Eagle Gold Corp. The expected completion of the transaction is July 29, 2026.
SCP Resource Finance LP acted as financial advisor to American Eagle Gold Corp. DLA Piper (Canada) LLP and DLA Piper LLP (US) acted as legal advisor to American Eagle Gold Corp. Shorecrest Group Ltd. acted as information agent to American Eagle Gold Corp. 
