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Eloro Resources Ltd (3)
Symbol ELO
Shares Issued 76,853,515
Close 2024-03-27 C$ 1.39
Market Cap C$ 106,826,386
Recent Sedar Documents

Eloro closes $3.6-million offering of units

2024-03-27 17:50 ET - News Release

Mr. Thomas Larsen reports

ELORO RESOURCES ANNOUNCES CLOSING OF PREVIOUSLY ANNOUNCED NON-BROKERED PROSPECTUS EXEMPT OFFERING PURSUANT TO THE LISTED ISSUER EXEMPTION

Further to the March 13, 2024, news release, Eloro Resources Ltd. has closed its non-brokered prospectus-exempt offering of units of the company pursuant to the listed issuer financing exemption available under Part 5A of National Instrument 45-106 (Prospectus Exemptions). A total of three million units were issued under the offering at a price of $1.20 per unit for total gross proceeds of $3.6-million. The company determined to limit the offering size to three million units rather than utilize the maximum offering amount of 3.3 million units due to excess demand for the units and a more favourable pricing environment for the company's securities.

Each unit consists of one common share of the company and one common share purchase warrant of the company. Each warrant entitles the holder thereof to acquire one common share at an exercise price of $2, with the expiry date of each warrant being the date which is the earlier of: (a) March 27, 2026; or (b) two business days after completion of a change of control of the company, provided that, in the event that the volume-weighted average trading price of the common shares on the Toronto Stock Exchange is at least $3 per share for a period of five consecutive trading days, the expiry date of the warrants may be accelerated by the company to a date that is not fewer than 30 days after the date of issuance by the company of a press release disclosing the occurrence of the triggering event.

The company intends to use the net proceeds from the offering for: (a) a property option payment with respect to the Iska Iska project; (b) continued exploration and development of the Iska Iska project; and (c) general corporate purposes and working capital.

Two insiders of Eloro participated in the offering. 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). 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 $74,000 and, accordingly, does not exceed 25 per cent 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 per cent 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 offering was only announced 14 days ago and the participation of the insiders was not determined at that time.

About Eloro Resources Ltd.

Eloro is an exploration and mine development company with a portfolio of silver, tin, gold and base metal properties in Bolivia, Peru and Quebec. Eloro, through 98-per-cent-owned Minera Tupiza SRL, has an option to acquire a 100-per-cent interest in the highly prospective Iska Iska property, which can be classified as a polymetallic epithermal-porphyry complex, a significant mineral deposit type in the Potosi department, in southern Bolivia. A recent National Instrument 43-101 technical report on Iska Iska, which was completed by Micon International Ltd., 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-per-cent interest in La Victoria gold/silver project, located in the North-Central mineral belt of Peru about 50 kilometres south of the Lagunas Norte gold mine and La Arena gold mine.

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