Mr. Jon Harris reports
PAMBILI ANNOUNCES C$1-MILLION PRIVATE PLACEMENT
Pambili Natural Resources Corp. will be undertaking a non-brokered
private placement of up to 20 million units to raise aggregate gross proceeds
of $1-million on the TSX Venture Exchange.
Each unit is offered at five cents, and comprises one common share and one
common share purchase warrant, with an exercise price of 10 cents, exercisable for
a period of one year from closing of the offering.
The company intends to pay a finder's fee of 5 per cent of the proceeds in units. Other than being
non-transferable, each finder's warrant shall otherwise be on the same terms as the warrants.
There are no proposed payments to non-arm's-length parties or parties conducting investor
relations activities.
The units will be offered pursuant to available prospectus exemptions set out under
applicable securities laws and instruments, including National Instrument 45-106, Prospectus
Exemptions.
It is expected that certain insiders (as such term is defined under the policies of the exchange)
of the company may participate in the offering. The participation by insiders in the offering
will constitute a related party transaction within the meaning of Multilateral Instrument
61 101, Protection of Minority Security Holders in Special Transactions. The
company intends to rely on exemptions from the formal valuation and minority shareholder
approval requirements provided under subsections 5.5(a) and 5.7(a) of MI 61-101 on the basis
that participation in the offering by insiders will not exceed 25 per cent of the fair market value of
the company's market capitalization.
The offering may close in one or more tranches, as subscriptions are received. Units issued
pursuant to the offering shall be subject to a four-month-plus-one-day hold period commencing on the date of issue under applicable Canadian securities laws. Closing
of the offering, which is expected to occur on or about Aug. 31, 2025, will be subject to
satisfaction of certain conditions, including, but not limited to, the receipt of all necessary
regulatory and other approvals, including approval by the exchange.
The proceeds will provide general working capital for business development and will be
allocated to:
- Continued development of the company's Golden Valley A1 mining claim (GVM) near
Bulawayo, Zimbabwe;
- Completion of due diligence at the London Wall (LW) project near Gwanda,
Zimbabwe. Pambili owns an option to purchase LW as previously
announced on Nov. 19, 2024. The due diligence at LW is expected to lead to pilot
production ahead of potential acquisition of LW.
Jon Harris, chief executive officer of Pambili Natural Resources, commented:
"Given current gold prices and good historic project fundamentals, we are excited about the
potential at London Wall. This financing will allow us to rehabilitate the historic east shaft and
complete the survey of the old development drives. Our aim is to commence pilot production as
soon as possible to enable us to assess the mine's commercial viability."
About Pambili Natural Resources Corp.
Pambili Natural Resources is a
natural resources exploration and development company currently
developing gold projects in Zimbabwe.
We seek Safe Harbor.
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