Colibri Announces Closing of Second and Final Tranche of Non-Brokered Private Placement
Colibri Announces Closing of Second and
Final Tranche of Non-Brokered Private
Placement
Dieppe, New Brunswick--(Newsfile Corp. - March 26, 2025) - Colibri Resource Corporation
(TSXV: CBI)
(
Colibri
or the
Company
) is pleased to announce that it has closed a second and final tranche of its
non-brokered private placement of units (the "Offering") for gross proceeds of $146,500. Combined with
the proceeds from Tranche 1 (see the Company's news release from February 13, 2025), the Company
has raised a total of $286,900.
Each unit (a "Unit") consists of one (1) common share (a "Common Share") and one (1) common share
purchase warrant ("Warrants") of the Company. Each Warrant entitles the holder to acquire one
additional Common Share of the Company at a price of C$0.05 for a period of 24 months following
issuance.
Pursuant to the second tranche, the Company has issued 5,860,000 Common Shares and 5,860,000
Warrants for aggregate gross proceeds of $146,500. The Company completed Tranche 1 of the
Offering on February 11, 2025, resulting in the issuance of 5,816,000 Shares and 5,816,000 Warrants
for aggregate gross proceeds of $140,400. In total, the Company has issued 11,476,000 Common
Shares and 11,476,000 Warrants under the Offering for gross proceeds of $286,900.
In connection with the second tranche, the Company paid an eligible arm's length party (the "Finder") a
cash fee in the amount of $500 and issued 20,000 finder's warrants (the "Finder's Warrants"). Each
Finder Warrant entitles the holder to acquire one Common Share (a "Finder's Warrant Shares") at an
exercise price of $0.05 per Finder's Warrant for a period of 24 months from the date of the issue of the
Warrants. Combined with the finder's fees paid on Tranche 1, the Company has paid an aggregate of
$2,000 cash and issued 80,000 Finder's Warrants in connection with the Offering.
All securities issued in connection with the Offering (including any Common Shares issuable upon the
exercise of any warrants) are subject to a statutory hold period expiring on the date that is four months
and one day after closing of the respective tranches. Closing of the Offering is subject to customary
closing conditions, including, but not limited to, the receipt of all necessary approvals including the
acceptance of the TSX Venture Exchange.
Proceeds from the Offering are expected to be applied as follows: approximately 20% for upcoming
exploration expenses at Colibri's highly prospective precious metals projects in Mexico, including the
Pilar Gold Project & the EP Gold Project, 65% for arm's length creditors including payment of interest
expenses on outstanding loans and up to 15% to non-arm's length parties as reimbursement for
expenses paid on behalf of the Company by the non-arm's length parties. No proceeds are being used
for investor relations activities.
The securities issued pursuant to the Offering have not, nor will they be registered under the United
States Securities Act of 1933, as amended, and may not be offered or sold within the United States or
to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable
exemption from the U.S. registration requirements. This news release shall not constitute an offer to sell
or the solicitation of an offer to buy nor shall there be any sale of the securities in the United States or in
any other jurisdiction in which such offer, solicitation or sale would be unlawful.
Three insiders, two officers and a director of the Company, participated in the Offering for an aggregate
amount of $82,475 for 3,299,000 Units. The transactions with the insiders constitute a "related party
transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company is relying on the exemptions under section 5.5(a) and
section 5.7(1)(a) from the formal valuation and minority shareholder approval requirements of MI 61-101,
as the fair market value of the Units issued to the insiders and the consideration paid by them under the
Offering does not exceed 25% of Company's market capitalization, as determined in accordance with MI
61-101.
ABOUT COLIBRI RESOURCE CORPORATION:
Colibri is a Canadian-based mineral exploration company listed on the TSX-V (CBI) and is focused on
acquiring, exploring, and developing prospective gold & silver properties in Mexico. The Company holds
four high potential precious metal projects: 1) 49% Ownership of the Pilar Gold & Silver Project which is
believed to hold the potential to be a near term producing mine, 2) 100% of EP Gold Project in the
significant Caborca Gold Belt which has delivered highly encouraging exploration results and is
surrounded by Mexico's second largest major producer of gold on four sides, and 3) two highly
prospective interests in the Sierra Madre (Diamante Gold & Silver Project and Jackie Gold & Silver
Project).
For more information about all Company projects please visit:
www.colibriresource.com
.
For further information contact: Ian McGavney, President, CEO and Director, Tel: (506) 383-4274,
.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.
Notice Regarding Forward-Looking Statements
This news release contains "forward-looking statements". Statements in this press release which are not
purely historical are forward-looking statements and include any statements regarding beliefs, plans,
expectations or intentions regarding the future. Actual results could differ from those projected in any
forward-looking statements due to numerous factors. These forward-looking statements are made as of
the date of this news release, and the Company assumes no obligation to update the forward-looking
statements, or to update the reasons why actual results could differ from those projected in the forward-
looking statements. Although the Company believes that the plans, expectations and intentions
contained in this press release are reasonable, there can be no assurance that they will prove to be
accurate.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/246194