SONORO GOLD ANNOUNCES CLOSING OF FINAL TRANCHE OF NON-BROKERED PRIVATE PLACEMENT
31 Août 2023 - 7:07PM
Sonoro Gold Corp. (TSXV: SGO | OTCQB: SMOFF | FRA:
23SP) (“Sonoro” or the “Company”) is pleased to announce that it
has closed the final tranche of its previously announced
non-brokered private placement (the “Offering”) for additional
gross proceeds of C$259,208. Together with the first and second
tranches of the Offering, the Company issued 22,600,000 units (the
“Units”) at a price of C$0.10 per Unit, for gross proceeds of
C$2,260,000.
Each Unit consists of one Sonoro common share
and one common share purchase warrant. Each warrant entitles the
holder thereof to purchase one additional Sonoro common share for a
period of two years from the closing of the private placement at an
exercise price of C$0.15 per share.
The net proceeds from the Offering will be used
to fund the ongoing development of a proposed heap leach mining
operation at the Company’s Cerro Caliche gold project in Sonora,
Mexico.
All securities issued and issuable in connection
with the final tranche are subject to a 4-month, plus one day, hold
period ending January 1, 2024. The Offering has received
conditional acceptance from the TSX Venture Exchange but remains
subject to receipt of final acceptance from the TSX Venture
Exchange.
Directors and Officers of the Company
participated in the final tranche by subscribing for 92,080 Units
for gross proceeds of C$9,208, constituting a related party
transaction pursuant to TSX Venture Exchange Policy 5.9 and
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions (“MI 61-101”). The Company relied
on Section 5.5(a) of MI 61-101 for an exemption from the formal
valuation requirement and Section 5.7(1)(a) of MI 61-101 for an
exemption from the minority shareholder approval requirement of MI
61-101, as the fair market value of the transaction did not exceed
25% of the Company’s market capitalization.
About Sonoro Gold Corp.Sonoro
Gold Corp. is a publicly listed exploration and development company
holding the near development stage Cerro Caliche project and the
exploration stage San Marcial properties in Sonora State, Mexico.
The Company has highly experienced operational and management teams
with proven track records for the discovery and development of
natural resource deposits.
On behalf of the Board of Sonoro Gold
Corp.Per: “Kenneth
MacLeod” Kenneth
MacLeod President
& CEO
For further information, please contact: Sonoro Gold Corp. -
Tel: (604) 632-1764 Email: info@sonorogold.com
Forward-Looking Statement
Cautions:This press release contains certain
"forward-looking statements" within the meaning of Canadian
securities legislation, relating to, among other things the
intended use of the proceeds of the Offering, the Company’s
intention to proceed with the execution of its exploration and
development plans for its Cerro Caliche Project, including the
development of a heap leach pilot operation, and the forecast
release of an updated resources estimate. Although the Company
believes that such statements are reasonable based on current
circumstances, it can give no assurance that such expectations will
prove to be correct. Forward-looking statements are statements that
are not historical facts; they are generally, but not always,
identified by the words "expects," "plans," "anticipates,"
"believes," "intends," "estimates," "projects," "aims,"
"potential," "goal," "objective," "prospective," and similar
expressions, or that events or conditions "will," "would," "may,"
"can," "could" or "should" occur, or are those statements, which,
by their nature, refer to future events. The Company cautions that
forward-looking statements are based on the beliefs, estimates and
opinions of the Company's management on the date the statements are
made and they involve a number of risks and uncertainties,
including the risks that the Company will not be able to secure
sufficient future financing necessary to fund all of its proposed
exploration and development of its Cerro Caliche Project, or to
fund its other project exploration and development business; future
exploration results will be unfavourable and will not support the
proposed plan to build a heap leach pilot operation or justify
further exploration efforts; equipment failures, accidents, or
external problems (e.g. civil unrest, public health emergencies)
may materially increase the Company’s business expenses or delay
(or prevent altogether) the execution of the Company’s business
plans; and unanticipated changes in the legal, regulatory and
permitting requirements for the Company’s mineral exploration
programs and development plans for its projects, at present, all of
which are located in Mexico, may prevent the Company from carrying
out some or all of its business plans.
There can be no assurance that such statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on
forward-looking statements. The Company disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by law or the policies of the TSX Venture
Exchange. Readers are encouraged to review the Company’s complete
public disclosure record on SEDAR at www.sedar.com for further
information regarding the Company’s business and the risks
associated therewith.
“This press release does not constitute
or form a part of any offer or solicitation to purchase or
subscribe for securities in the United States. The securities
referred to herein have not been and will not be registered under
the Securities Act of 1933, as amended (the “Securities Act”), or
with any securities regulatory authority of any state or other
jurisdiction in the United States, and may not be offered or sold,
directly or indirectly, within the United States or to, or for the
account or benefit of, U.S. persons, as such term is defined in
Regulation S under the Securities Act (“Regulation S”), except
pursuant to an exemption from or in a transaction not subject to
the registration requirements of the Securities Act.”
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accept responsibility for the
adequacy or accuracy of this release.
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