Element 29 Closes Private Placement of $1.54 Million
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
All dollars are in Canadian dollars unless otherwise noted
Vancouver, Canada, January 6, 2023 – Element 29 Resources Inc. (“Element 29” or the “Company”) (TSX-V: ECU; OTCQB: EMTRF; BVL: ECU) announces that the Company has closed its non-brokered private placement financing of 7,725,000 units (the "Units") at a price of $0.20 per Unit for aggregate gross proceeds of $1,545,000 (the "Offering").
Each Unit comprises one common share in the capital of the Company (a “Common Share”) and one-half of one non-transferable common share purchase warrant in the capital of the Company (each whole warrant, a “Warrant”). Each whole Warrant is exercisable for a common share at an exercise price of $0.30 and will expire two years from the closing date of the Offering.
A portion of the Offering is considered a related party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) as 330,000 units were issued to insiders of the Company. The Company relied on exemptions from the formal valuation and minority shareholders approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 on the basis that Steve Stakiw, Richard Osmond and Patrick Elliott’s participation in the Offering did not exceed 25% of the fair market value of the Company’s market capitalization.
In connection with the Offering and in accordance with the policies of the TSX Venture Exchange (the “TSXV”), the Company paid Haywood Securities Inc. cash finder’s fees totalling $30,900 and paid Canaccord Genuity Corp. cash finder’s fees totalling $600.
The net proceeds of the Offering will be used for the completion of a planned initial mineral resource estimate for the Flor de Cobre project and general working capital for the Company. All securities issuable under the Offering will be subject to a four-month hold period from the date of closing.
Details of the Offering were previously announced on November 28, 2022 and January 6, 2023.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
About Element 29 Resources Inc.
Element 29 Resources Inc. is an emerging copper exploration and development company focused on advancing its portfolio of Peruvian projects towards development in one of the world’s more established mining jurisdictions. Element 29’s growth strategy is led by our strong board and management, who have a proven track record of discovery and delivering significant value to our shareholders.
The Company’s principal objective is to explore and develop its Elida Porphyry Copper Deposit in west-central Peru and its Flor de Cobre Porphyry Copper Project located in the Southern Peru Copper Belt, 26 km southeast from Freeport-McMoRan’s Cerro Verde copper mine. Both projects are well located for potential mine development and will benefit from nearby infrastructure including roads, powerlines, ports, water, and a skilled workforce.
More information is available at www.e29copper.com.
For more information:
Steve Stakiw, President & CEO
Forward Looking Statements
This press release contains certain forward-looking information and forward-looking statements within the meaning of applicable Canadian securities legislation (collectively, "Forward-looking Statements"). All statements, other than statements of historical fact, constitute Forward-looking Statements. Words such as “may”, "will", "intends", "proposed", “believes”, “continues”, “plans”, "expects" or similar expressions, or negative connotations thereof are intended to identify Forward-looking Statements. Forward looking Statements in this press release include statements related to the intended use of proceeds from the Offering, the receipt of any regulatory approvals, including the final approval of the TSXV, the Company's resource properties, and the Company's plans, focus and objectives.
Forward-looking Statements involve various risks and uncertainties and are based on certain factors and assumptions. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from the Company's expectations include uncertainties related to the Company’s ability to access investors for the Offering, the timeliness and success of regulatory approvals, fluctuations in copper and other commodity prices, uncertainties inherent in the exploration of mineral properties, the impact and progression of the COVID-19 pandemic and other risk factors set forth in the Company's prospectus under the heading "Risk Factors". The Company undertakes no obligation to update or revise any Forward-looking Statements, whether as a result of new information, future events or otherwise, except as may be required by law. New factors emerge from time to time, and it is not possible for Element 29 to predict all of them or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any Forward-looking Statement. Any Forward-looking Statements contained in this press release are expressly qualified in their entirety by this cautionary statement.