SONORO GOLD ANNOUNCES FULLY-COMMITTED $700,000 PRIVATE PLACEMENT
10 Septembre 2024 - 2:00PM
Sonoro Gold Corp. (TSXV: SGO | OTCQB: SMOFF | FRA: 23SP)
(“Sonoro” or the “Company”) announces a fully committed,
non-brokered private placement offering (the "Offering") consisting
of 14,000,000 units (the “Units”) at a price of C$0.05 per Unit,
for gross proceeds of C$700,000.
Each Unit will be composed of one Sonoro common
share and one common share purchase warrant. Each warrant will
entitle the holder thereof to purchase one additional Sonoro common
share for a period of three years from the closing of the private
placement at an exercise price of C$0.07 per share.
The Offering is subject to TSX Venture Exchange
acceptance. All securities issued and issuable in connection with
the Offering will be subject to a 4-month plus one-day hold period
in Canada from the closing date. No finder’s fees are expected to
be paid from this Offering, and no new control person will be
created. The Offering is fully committed to and is expected to be
fully subscribed.
The Company also anticipates that certain
directors and officers of the Company will participate in the
Offering. The participation will constitute 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 will
rely 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 will not
exceed 25% of the Company’s market capitalization.
The net proceeds from the Offering will be used
to fund the ongoing development of the Company’s Cerro Caliche gold
project in Sonora, Mexico as well as working capital.
About Sonoro Gold Corp.
Sonoro Gold Corp. is a publicly listed
exploration and development Company holding the development-stage
Cerro Caliche project and the exploration-stage San Marcial project
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.
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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 may contain "forward-looking information" as defined
in applicable Canadian securities legislation. All statements other
than statements of historical fact, included in this release,
including, without limitation, statements regarding the Cerro
Caliche project, and future plans and objectives of the Company,
constitute forward looking information that involve various risks
and uncertainties, including statements regarding the amount of
financing proposed to be raised, intended use of the financing
proceeds, sufficiency of fund to complete certain project
development steps, and outlook for the results of the contemplated
drilling program. 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 possibility of unfavorable
exploration and test results, the lack of sufficient future
financing to carry out exploration and development plans and
unanticipated changes in the legal, regulatory and permitting
requirements for the Company’s exploration programs. 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.
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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