Marksmen launches private placement

MARKSMEN ANNOUNCES PROPOSED PRIVATE PLACEMENT

CALGARY, ALBERTA, Aug. 07, 2026 (GLOBE NEWSWIRE) -- Marksmen Energy Inc. (“Marksmen” or the “Company”) is a junior oil and gas company in Alberta, Canada and is pleased to announce that it plans to complete a non-brokered private placement of up to 10,000,000 common shares of Marksmen (“Common Shares”) at a price of $0.12 per Common Share for aggregate gross proceeds of up to a maximum of $1,200,000 plus an over allotment option at the discretion of the Company of up to $180,000 (the “Offering”). There is no minimum Offering. 

Marksmen may pay a cash finder's fee to registered dealers of up to 8% of the gross proceeds of the Offering (up to $96,000). 

In order of priority, Marksmen intends to use up to $96,000 to pay finder's fees, $104,000 for working capital and costs of the Offering (and any net proceeds received from the over allotment option and any funds not used to pay the finder's fees will be added to the working capital) and up to $1,000,000 of the proceeds to acquire non operated working interests in existing oil properties in Alberta operated by a private Alberta oil and gas company. Marksmen is in discussions to acquire the non operated working interests in oil wells in Alberta but no formal agreement has been reached.

In addition to the accredited investor exemption described below, the Offering is being offered to all of the existing shareholders of Marksmen who are permitted to subscribe pursuant to the Existing Security Holder Exemption. This offer is open until September 22, 2026 or such other date or dates as the Company determines and one or more closings are expected to occur, with the first closing anticipated for on or about August 25, 2026.

Any existing shareholders interested in participating in the Offering should contact the Company pursuant to the contact information set forth below.

The Company sets August 6, 2026 as the record date for determining existing shareholders entitled to subscribe for Common Shares pursuant to the Existing Security Holder Exemption. Subscribers purchasing shares under the Existing Security Holder Exemption will need to represent in writing that they meet certain requirements of the Existing Security Holder Exemption, including that they were, on or before the record date, a shareholder of the Company and still are a shareholder as at the closing date. The aggregate acquisition cost to a subscriber under the Existing Security Holder Exemption cannot exceed $15,000 unless that subscriber has obtained advice from a registered investment dealer regarding the suitability of the investment.

As the Company is also relying on the Exemption for Sales to Purchasers Advised by Investment Dealers, it confirms that there is no material fact or material change related to the Company which has not been generally disclosed. In addition to offering the Common Shares pursuant to the Existing Security Holder Exemption and the Exemption for Sales to Purchasers Advised by Investment Dealers, the Common Shares are also being offered pursuant to other available prospectus exemptions, including sales to accredited investors. Unless the Company determines to increase the gross proceeds of the Offering, if subscriptions received for the Offering based on all available exemptions exceed the maximum Offering amount of $1,200,000 then they will be allocated pro rata among all subscribers qualifying under all available exemptions.