Mr. Paul Sun reports
EMINENT TO RAISE $5 MILLION LED BY STRATEGIC INVESTOR, KINROSS GOLD CORP.
Eminent Gold Corp. has arranged a non-brokered private placement for up to $5-million. Pursuant to the offering, if fully subscribed to, the company will issue 12.5 million units at a price of 40 cents per unit.
Kinross Gold Corp. has committed to acquiring an equity position of 9.9 per cent of the company's issued and outstanding common shares as part of this financing.
Paul Sun, president and chief executive officer of the company, commented:
"After dedicating over five years to the Hot Springs Range project, we are excited to announce a key development for Eminent with the undertaking of a 9.9-per-cent equity stake by a major gold mining company. The launch of this offering, paired with recent results from the Getchell trend analogue, strengthens the case for the exceptional potential of HSRP, showcasing multiple large-scale gold exploration opportunities in Nevada. These funds will allow us to advance drilling efforts at HSRP, along with our newly acquired Celts project, an analogue to Silicon, accelerating us toward our objective of delivering significant value to shareholders during a gold breakout in one of the world's premier jurisdictions."
Each unit will consist of one common share of the company and one-half of one common share purchase warrant. Each whole warrant will entitle the holder to acquire one additional common share at a price of 70 cents for a period of 24 months from the date of issuance. The proceeds of the private placement are for the company's general working capital, payment of property holding costs and for exploration activities. Approximately $2.5-million of the proceeds will be allocated to completion of (i) 1,000 metres of core drilling at Hot Springs Range project to follow up on the results from drill hole HSC002; and (ii) 750 metres of core drilling at the Celts project to follow up on the results of the 2025 IP resistivity survey. Closing of the private placement is subject to the approval of the TSX Venture Exchange and the company may pay finders' fees upon closing of the offering.
Closing of Kinross's investment in the company is conditional on the execution of an investor rights agreement between the company and Kinross. The investor rights agreement will include the following material terms:
- Kinross will have the right to participate in future equity distributions by the company, including where the company issues securities for non-cash assets, to maintain its pro-rata ownership interest in the company as of such date. Where such equity distributions are for cash, Kinross will be able to participate on the same terms as other investors. Where such equity distributions are for non-cash assets, securities issued to Kinross will be priced at the greater of the five-day VWAP (volume weighted average price) and the minimum price permitted by the TSX Venture Exchange.
- Where the equity distribution will be for less than 2.5 per cent of the company's outstanding shares, Kinross will have the right to defer participation.
- Annually, Kinross will have the right to top up its ownership interest to take into account any securities issued on exercise of convertible securities and any equity distributions it has deferred participation in.
- Kinross will have a right to increase its ownership percentage to 19.9 per cent of the outstanding shares, calculated on a partially diluted basis. If Kinross exercises this right, Kinross will have the right to nominate one person to the company's board of directors. The nomination right will continue until such time as either Kinross's ownership percentage is reduced to 9.9 per cent, or the investor rights agreement is terminated.
- The company and Kinross will form a technical advisory committee in respect of the company's Hot Springs Range and Celts projects, which shall be composed of four members, two of whom shall be appointed by Kinross.
- Kinross will be granted a right of first offer in respect of any potential option transactions for the Hot Springs Range project.
- Kinross will agree to a standstill at 19.9 per cent, calculated on a partially diluted basis.
- Kinross's participation rights, and the company's obligation to maintain a technical advisory committee, will terminate at such time as Kinross' ownership interest declines to below 4.9 per cent.
- If at any time after the second anniversary of the investor rights agreement, the company completes any equity financing, non-cash transaction or issues top-up securities that individually result in the issuance by the company of such number of common shares (including any common shares underlying any convertible securities so issued) equal to at least 2.5 per cent of the outstanding common shares immediately prior to such issuance and, for any reason, Kinross declines, on any two separate occasions, to exercise either their participation right in respect of such issuance, Kinross shall forfeit its right to the technical advisory committee, its participation rights and its ROFO right.
The private placement will be conducted in reliance upon certain prospectus and private placement exemptions. The securities issued under the private placement will be subject to a hold period expiring four months and one day after the closing date. The company anticipates closing of the private placement in late April, 2025, subject to receipt of all necessary regulatory approvals, including approval from the TSX-V.
About Eminent Gold Corp.
Eminent Gold is a gold exploration company focused on creating shareholder value through the exploration and discovery of world-class gold deposits in Nevada. Its multidisciplinary team has had multiple successes in gold discoveries and brings expertise and new ideas to the Great basin. The company's exploration assets in the Great basin include: Hot Springs Range project, Gilbert South and Celts.
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