Eloro Resources Closes Non-Brokered Private Placement Offering of 4,200,000 units for Gross Proceeds of $3,780,000
01 November 2024 - 1:17AM
Eloro Resources Ltd. (“Eloro” or the “Company”) (TSX: ELO;
OTCQX: ELRRF; FSE: P2QM) is pleased to announce that, in
connection with its previously announced non-brokered private
placement offering (the “
Offering”), the Company
has closed the second and final tranche of the Offering of
4,200,000 units of the Company (the “
Units”) at
$0.90 per Unit for gross proceeds of $3,780,000. The Offering
included a lead order from the Company’s largest shareholder and
strategic investor, Crescat Capital LLC.
Each Unit consists of one common share of the
Company (a
“Common
Share”) and
one-half of one common share purchase warrant of the Company (each
whole purchase warrant, a
“Warrant”).
Each Warrant will entitle the holder thereof to acquire one Common
Share at an exercise price of C$1.50, with the expiry date of each
Warrant being two years following the date of the closing under the
Offering.
The Company intends to use the net proceeds from
the Offering for continued exploration and development of the Iska
Iska project, and general corporate purposes and working
capital.
Three insiders of Eloro participated in the
Offering (“Insiders”). The part of the Offering in
respect of the issuance of Units to Insiders constitutes a “related
party transaction” within the meaning of Multilateral Instrument
61-101 - Protection of Minority Security Holders in Special
Transactions (“MI 61-101”). A formal valuation was
not required under MI 61-101, as the fair market value of the
consideration for the transaction involving the Insiders was only
C$590,478 and, accordingly, does not exceed 25% of the Company’s
market capitalization as of the date of the Offering. Similarly,
minority shareholder approval was also not required under MI 61-101
as the fair market value of the consideration for the transaction
involving the Insiders does not exceed 25% of the Company’s
capitalization as of the date of the Offering. The Company did not
file a material change report in respect of the participation of
the Insiders in the Offering at least 21 days before closing of the
Offering as the participation of the Insiders was not determined at
that time.
The securities offered in the Offering have not
been, and will not be, registered under the U.S. Securities Act of
1933, as amended (the
“U.S.
Securities
Act”) or any U.S. state
securities laws, and may not be offered or sold in the United
States or to, or for the account or benefit of, United States
persons absent registration or any applicable exemption from the
registration requirements of the U.S. Securities Act and applicable
U.S. state securities laws. This news release shall not constitute
an offer to sell or the solicitation of an offer to buy securities
in the United States, nor shall there be any sale of the securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful.
About Eloro
Resources Ltd.
Eloro is an exploration and mine development
company with a portfolio of gold and base-metal properties in
Bolivia, Peru and Quebec. Eloro has an option to acquire a 100%
interest in the highly prospective Iska Iska project, which can be
classified as a polymetallic epithermal-porphyry complex, a
significant mineral deposit type in the Potosi Department, in
southern Bolivia. A recent NI 43-101 Technical Report on Iska Iska,
which was completed by Micon International Limited, is available on
Eloro’s website and under its filings on SEDAR+. Iska Iska is a
road-accessible, royalty-free property. Eloro also owns an 82%
interest in the La Victoria Gold/Silver Project, located in the
North-Central Mineral Belt of Peru some 50 km south of the Lagunas
Norte Gold Mine and the La Arena Gold Mine.
For further
information please
contact either Thomas G.
Larsen, Chairman and
CEO, or Jorge
Estepa, Vice-President, at (416)
868-9168.
Information in this news release may contain
forward-looking information. Statements containing forward-looking
information express, as at the date of this news release, the
Company’s plans, estimates, forecasts, projections, expectations,
or beliefs as to future events or results and are believed to be
reasonable based on information currently available to the Company
(forward-looking statements in this news release include, without
limitation, statements regarding the proposed use of proceeds from
the Offering). There can be no assurance that forward-looking
statements will prove to be accurate. Actual results and future
events could differ materially from those anticipated in such
statements. Readers should not place undue reliance on
forward-looking information. The Company does not intend to update
any such forward-looking information, except in accordance with
applicable laws.
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