04:59:29 EDT Sun 05 May 2024
Enter Symbol
or Name
USA
CA



Element79 Gold Corp
Symbol ELEM
Shares Issued 131,394,391
Close 2023-10-04 C$ 0.02
Market Cap C$ 2,627,888
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Element79's Synergy Metals arranges $200,000 loan

2023-10-05 12:23 ET - News Release

Mr. James Tworek reports

ELEMENT79 GOLD WHOLLY OWNED SUBSIDIARY SECURES LOAN AGREEMENT TO ADVANCE STRATEGIC PLAN OF ARRANGEMENT

Element79 Gold Corp.'s wholly owned subsidiary, Synergy Metals Corp., has signed a loan agreement with 1425957 BC Ltd. (the lender) for $200,000, which represents a significant step toward the financing of the plan of arrangement spinout process and the preparation for an impending amalgamation between Synergy and the lender.

Synergy will deploy the loan for various purposes, including start-up capital, marketing fees, legal fees, listing fees, updating the Dale property's National Instrument 43-101 report and the exploration for minerals at the Dale property. The loan contains an interest rate of 14 per cent per annum, calculated on the outstanding principal balance and payable as per the agreement's terms (among other customary conditions). Upon successful completion of the transaction, Synergy will issue shares on a 1:1 ratio to the lender. Synergy will provide the lender with a full corporate guarantee and the lender will hold a security interest in Synergy's collateral until full repayment of the loan is achieved.

"This loan agreement marks a critical development in Element79's plan to complete the plan of arrangement spinout of the company's Dale property into Synergy Metals Corp.," said James Tworek, chief executive officer of Element79. "Both companies are committed to this strategic partnership and look forward to achieving their shared goals of developing the Dale property more completely."

Plan of arrangement -- overview and next steps

To date, the company has undertaken the following actions in furtherance of the transaction:

  • Seek out qualified candidates for the board of directors and management of the resulting entity;
  • Implementation of necessary corporate policies and plans;
  • Symbol reservation with the Canadian Securities Exchange (CSE);
  • Appointment of transfer agent;
  • Commencement of drafting of legal documentation to effect the plan of arrangement structure finalization will follow a complete review and consideration of applicable tax, securities, corporate law and other relevant considerations and will be subject to the mutual agreement of the parties. It is anticipated that as part of the plan of arrangement, the company and Synergy will undertake the following:
    • Property transfer of the Dale property;
    • Private placement financing through the issuance of common shares, units or subscription receipts, as the case may be;
    • Eventual distributions of shares of Synergy to Element shareholders by way of a court-approved plan of arrangement under the terms and conditions of an arrangement agreement;
    • Shareholder meeting;
      • File notice of meeting and record date material distribution meeting;
    • Listing of resulting entity;
      • Initial filing letter;
      • Cusip;
      • Conditional approval;
      • Final application;
      • Final bulletin confirming acceptance.

About Element79 Gold Corp.

Element79 Gold is a mining company focused on gold and silver committed to maximizing shareholder value through responsible mining practices and sustainable development of its projects. Element79 Gold's main focus is on developing its previously producing, high-grade gold and silver mine, the Lucero project, located in Arequipa, Peru, with the intent to bring it back into production in the near term.

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