Bessor Announces Closing of Private Placement and Termination of Easter Project Option
TSXV: BST
www.bessorminerals.com
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
Bessor Announces Closing of Private Placement and Termination of
Easter Project Option
July 9, 2025 – Vancouver, BC: Bessor Minerals Inc. (TSXV:BST) (" Bessor" or the
“Corporation”) is pleased to announce that it has completed its previously announced non -
brokered private placement offering on May 16, 2025 , pursuant to which Bessor issued
5,000,0000 common shares in th e capital of Bessor (“ Common Shares ”) at a price of $0.0 2
per Common Share, for aggregate gross proceeds of $ 100,000 (the “Private Placement”). All
securities issued in connection with the Private Placement are subject to a hold period of four
months and one day from July 9, 2025.
The net proceeds from the Private Placement will be used for: potential exploration of Bessor’s
properties; potential future acquisitions; and general working capital. The Private Placement
was completed using available prosp ectus exemptions under securities laws, including the
accredited investor exemption and the close friends, family and business associates
exemption. The Private Placement is subject to final approval of the TSX Venture Exchange
(the “TSXV”).
MI 61-101 and TSXV Policy 5.9 Disclosure
Of the 5,000,000 Common shares issued pursuant to the Private Placement, 350,000 Common
Shares were issued directly or indirectly to Zygmunt Hancyk, a director of Bessor.
Bessor relied on section 5.5(b) of Multilateral Instr ument 61 -101 – Protection of Minority
Security Holders in Special Transactions (“MI 61 -101”) as the exemption from the formal
valuation requirements of MI 61-101 and TSX Venture Exchange Policy 5.9 in respect of the
issuance of the Common Shares to the director of Bessor as the Common Shares of Bessor
are not listed on a specified market (and the Common Shares are only listed on the TSX
Venture Exchange). The Corporation relied on section 5.7(1)(b) of MI 61-101 as the exemption
from the minority approval requirements of MI 61-101 and TSX Venture Exchange Policy 5.9 in
respect of the issuance of Common Shares to the director of the Corporation as Bessor is not
listed on a specified stock exchange and, at the time the Private Placement was agreed to,
neither the fair market value of the securities to be distributed pursuant to the Private
Placement to such persons, nor the consideration to be received for those securities, will
exceed $2,500,000.
No special committee was established in connection with the Private Placement . The Board of
Directors of Bessor has unanimously approved the Private Placement and no materially
contrary view or abstention was expressed or made by any director in relation to the Private
Placement. The m aterial change report to be filed in relation to the closing of the Private
Placement will not be not filed at least 21 days prior to the completion of the Private Placement
as contemplated by MI 61-101. Bessor believes that this shorter period is r easonable and
necessary in the circumstances as the completion of the Private Placement occurred shortly
before the issuance of such material change report in relation to the Private Placement.
Termination of Option
The Corporation would also like to announce that further to its press release dated April 4,
2024, it has terminated its option to earn a 60% interest in the Easter Gold Project in Lincoln
County, Nevada.
ABOUT BESSOR MINERALS INC.
Bessor’s focus is on exploration and development of the R edhill volcanogenic massive
sulphide deposit in British Columbia. In addition, Bessor has a 1% NSR on certain claims in the
Blackwater Mine operated by Artemis Gold Inc.
BESSOR MINERALS INC.
Jason Riley
President, CEO & Director
For further information, contact:
Investor Relations
Phone: 778-809-1303
Email: [email protected]
Website: www.bessorminerals.com
Neither the TSX Venture Exchange nor its Regu lation Services Provider (as that term is defined in
the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of
this news release.
This news release contains certain forward -looking information. All statements included herein, other than
statements of historical fact, are forward -looking information and such information involves various risks
and uncertainties. In particular, this news release contains forward -looking information in relation to the
Private Placement , including, the potential use of proceeds of the Private Placement, including, the
potential exploration and development of Bessor’s properties and potential future acquisitions . There can
be no assurance that such information will prove to be accurate, and actual results and future events
could differ materially from those anticipated in such information. This forward -looking information reflects
Bessor's current beliefs and is based on information currently available to Bessor and on assumptions
Bessor bel ieves are reasonable. These assumptions include, but are not limited to: the current share
price of Bessor's common shares; Bessor’s current and initial understanding and analysis of its projects;
Bessor's general and administrative costs remaining constan t; market acceptance of Bessor's business
model, goals and approach; the availability of potential acquisitions and prices acceptable to Bessor; and
the feasibility and reasonableness of conducting exploration on and developing any of Bessor’s projects.
Forward-looking information is subject to known and unknown risks, uncertainties and other factors which
may cause the actual results, level of activity, performance or achievements of Bessor to be materially
different from those expressed or implied by such forward-looking information. Such risks and other
factors may include, but are not limited to: there is no certainty that the ongoing work programs will result
in significant or successful exploration and development of Bessor’s properties; uncertainty a s to the
actual results of exploration and development or operational activities; uncertainty as to the availability
and terms of future financing on acceptable terms; uncertainty as to timely availability of permits and
other governmental approvals; Bes sor may not be able to comply with its ongoing obligations regarding
its properties; the early stage development of Bessor and its projects; general business, economic,
competitive, political and social uncertainties; capital market conditions and market prices for securities,
junior market securities and mining exploration company securities; commodity prices; the actual results
of current exploration and development or operational activities; competition; changes in project
parameters as plans continue to be refined; accidents and other risks inherent in the mining industry; lack
of insurance; delay or failure to receive board or regulatory approvals , including TSXV final approval of
the Private Placement ; changes in legislation, including environmental l egislation or income tax
legislation, affecting Bessor; conclusions of economic evaluations; and lack of qualified, skilled labour or
loss of key individuals. A description of additional risk factors which may cause actual results to differ
materially from forward-looking information can be found in Bessor's disclosure documents on the
SEDAR+ website at www.sedarplus.com. Although Bessor has attempted to identify important factors that
could cause actual results to differ materially from those contained in forward-looking information, there
may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly,
readers should not place undue reliance on forward -looking information. Bessor does not undertake to
update any forward-looking information except in accordance with applicable securities laws.