CALGARY, AB / ACCESS Newswire / February 19, 2026 / Tocvan Ventures Corp. (CSE:TOC)(OTCQB:TCVNF)(WKN:TV3/A2PE64) is excited to announce the successful closing of its previously announced bought deal private placement. Stifel Canada acted as the sole underwriter and bookrunner, purchasing 10,005,000 units of the Company at a price of $1.00 per unit, resulting in aggregate gross proceeds of $10,005,000. This offering included the full exercise of the underwriter's over-allotment option.
Each unit consists of one common share and one common share purchase warrant, with each warrant allowing the holder to acquire an additional common share for a period of 36 months post-offering at an exercise price of $1.40 per warrant share.
The net proceeds from this offering will be directed towards advancing the Company's gold projects in Sonora, Mexico, along with general working capital needs.
Stifel Canada received a cash commission of 7.0% on the gross proceeds and compensation warrants equal to 7.0% of the units sold. Each compensation warrant allows the holder to acquire a common share at the issue price for 24 months from the date of issue.
In compliance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), the units were offered to purchasers in various Canadian provinces, excluding Quebec, under the listed issuer financing exemption. These units are also available in the United States via private placement exemptions from the registration requirements of the U.S. Securities Act of 1933.
Participation in the offering by Christopher Gordon, an officer, and Anna Ladd-Kruger, a director of the Company, was deemed a related party transaction under Multilateral Instrument 61-101. The Company was exempt from obtaining a formal valuation or minority shareholder approval due to specific sections of MI 61-101.
The Offering Document can be accessed on the Company's issuer profile on SEDAR+ at www.sedarplus.ca and on the Company's website at www.Tocvan.com.
This news release does not constitute an offer or solicitation to sell any securities in jurisdictions where such actions would be unlawful. The securities described herein have not been registered under U.S. Securities laws and may not be sold in the U.S. or to U.S. persons without proper registration or exemption.
Tocvan Ventures Corp. is actively engaged in exploring and advancing high-potential gold and silver projects in the favorable mining jurisdiction of Sonora, Mexico. The flagship Gran Pilar Gold-Silver Project encompasses over 21 km² of prospective land, further enhanced by a strategic land acquisition in 2023. This acquisition supports the development of scalable mine infrastructure, including a planned pilot production facility. Recent exploration has revealed promising results, significantly boosting the project’s appeal as a leading gold-silver asset.
For further inquiries, please reach out to Brodie A. Sutherland, CEO, at 1150, 707 - 7 Ave SW, Calgary, Alberta T2P 3H6. Contact via telephone at 1 888 772 2452 or email at ir@tocvan.ca.
Learn more about Tocvan and explore additional resources at Inside Ticker.