ELEMENT79 GOLD Corp Announces Completion of Debt Settlement and Closing of First Tranche of Private Placement
ELEMENT79 GOLD CORP ANNOUNCES COMPLETION OF DEBT SETTLEMENT AND
CLOSING OF FIRST TRANCHE OF PRIVATE PLACEMENT
Vancouver, British Columbia, March 14, 2024 - Element79 Gold Corp (the "Company") (CSE: ELEM) (OTC:
ELMGF) (FSE: 7YS0) a mining company focused on the exploration for and production of gold and silver,
is pleased to unveil updates on strategic initiative s aimed at bolstering the Company’s financial position
and enhancing shareholder value.
Completion of Share for Debt Settlements and Debt Conversion
Pursuant to its previous press releases (November 17 and December 19, 2023) the Company is pleased to
announce that it has, through the approved shares for debt settlements, cleared a total of $3.76 million
in in corporate debt allowing for a balance sheet that allows for growth. The Debt settlement and issuance
of 3.76 million shares was approved by shareholders at a Special meeting held December 19, 2023.
Also pursuant to the Special Meeting shareholders approved of the assignment of debt from Cres cita
Capital LLC to Tellus LLC, a reputable third party, that allowed them to convert a $2 million promissory
note into Element79 Gold Corp shares at the same $0.10 conversion price.
James C. Tworek, CEO of Element79 Gold Corp, state s: "The Company’s Board and Management team
have expressed a strong commitment to improving the balance sheet which we feel the completion of
these Debt settlements has allowed us to do that. The welcomed addition of Tellus LLC as a strategic
shareholder signifies a shared vision to transform Element79 Gold Corp into a producing mining company.
Further work securing immediate-term financing for the advancement of project development is finding
significant traction with strategic investors. reinforcing the company's ability to execute its 2024 goals.”
Closing of First Tranche of Private Placement
The Company further notes that pursuant to its press release of March 11, 2024, it has received and
closed on an aggregate of $250,000 and issued 1,086,956 Units of its Non-Brokered Private Placement
(the “Placement”). The Placement consists of Units of the Company (each a “Unit”) at a purchase price
of $0.23 per Unit. Each Unit will be comprised of one common share of the Company (a “Common
Share”) and one common share purchase warrant (each a “Warrant”). Each Warrant will be exercisable
for one Common Share at a price of $0.35 per Common Share for two (2) years from the date of
issuance.
The warrants are subject to an acceleration clause whereby should the shares of the Company trade at
or above $0.40 per share on the North American stock exchange on which it is then listed for ten
consecutive trading days (after the date that is four months and one day from the closing of the
Offering) the warrants may be accelerated. A finder’s fee of 7% cash and 7% in Broker’s Warrants
(priced at $0.35, $0.40 accelerator clause, 2-year expiry in line with the Unit Warrants) will be paid to
intermediaries for the closing of the first tranche.
Element79 will continue to seek further funding - and wishes to increase the amount of the Placement
from $400,000 to up to $600,000
Re-Pricing of Historical Warrants
The Company also announces that it intends to reprice an aggregate 1,290,000 warrants of the Company
previously issued on March 6, 2020 for 1 million warrants and September 8, 2023 for 290,000 warrants.
These warrants were originally issued with an exercise price of $0.10 and $0.05 but were subject to a 10
to 1 consolidation making them now $0.50 and $1.00 respectively. The Company is proposing to reprice
the warrants to $0.35 each. All other terms of these Historical Warrants remain unchanged other than as
set out in the original warrants.
The Company will file a Form 13 with the CSE if and once the amendment is completed.
About Element79 Gold Corp
Element79 Gold Corp is a gold and silver mining company committed to maximizing shareholder value
through responsible mining practices and sustainable development of its projects. Element79 Gold's core
focus is on developing its past-producing, high- grade gold and silver mine, the Lucero project located in
Arequipa, Peru, with the intent to restart production in 2024.
The Company also holds a portfolio of 5 properties along the Battle Mountain trend in Nevada, with the
Clover and West Whistler projects believed to have significant potential for near -term resource
development. Three properties in the Battle Mountain Portfolio are under contract for sale to Valdo
Minerals Ltd., with an anticipated closing date in the first half of 2024. The Company has also signed an
Option Agreement to sell the Maverick Springs project, an advanced -stage exploratory property with an
Inferred Resource of 3.71MMoz AuEq (1.37MMoz Au and 175MMoz Ag) (see 43-101 technical report
titled: Amended Technical Report on the Maverick Springs Project, Nevada, USA, by Allan Armitage, PhD.,
P.Geo, and Rohan Millar, B.Sc. P.Geo., dated October 7, 2022, a vailable on SEDAR) and anticipates
completing this sale on or before July 21, 2024.
In British Columbia, Element79 Gold has executed a Letter of Intent and funded a drilling program to
acquire a private company that holds the option to 100% interest of the Snowbird High -Grade Gold
Project, which consists of 10 mineral claims located in Central British Columbia, approximately 20km west
of Fort St. James.
The Company has an option to acquire a 100% interest in the Dale Property, 90 unpatented mining claims
located approximately 100 km southwest of Timmins, Ontario, and has recently announced that it has
transferred this project to its wholly -owned subsidiary, Synergy Metals Corp, and is advancing through
the Plan of Arrangement spin-out process.
For more information about the company please visit our official website at www.element79.gold
Contact Information
For corporate matters, please contact:
James C. Tworek, Chief Executive Officer and Director
E-mail: [email protected]
For investor relations inquiries, please contact:
Investor Relations Department
Phone: +1.613.879.9387
E-mail: [email protected]
Cautionary Note Regarding Forward Looking Statements
This press release contains "forward -l ooking information" and "forward -looking statements" under
applicable securities laws (collectively, "forward- looking statements"). These statements relate to future
events or the Company's future performance, business prospects or opportunities that are based on
forecasts of future results, estimates of amounts not yet determinable and assumptions of management
made in light of management's experience and perception of historical trends, current conditions and
expected future developments. Forward-looking statements include, but are not limited to, statements
with respect to: the Company's business strategy; future planning processes; exploration activities; the
timing and result of exploration activities; capital proje cts and exploration activities and the possible
results thereof; acquisition opportunities; and the impact of acquisitions, if any, on the Company.
Assumptions may prove to be incorrect and actual results may differ materially from those anticipated.
Consequently, forward-looking statements cannot be guaranteed. As such, investors are cautioned not to
place undue reliance upon forward -looking statements as there can be no assurance that the plans,
assumptions or expectations upon which they are placed will occur.
Neither the Canadian Securities Exchange nor the Market Regulator (as that term is defined in the policies
of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.