Enduro Metals Announces Non-Brokered Private Placement of up to $3.0 Million with Lead Order from Rob McEwen
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Enduro Metals Announces Non-Brokered Private Placement of up to $3.0 Million with
Lead Order from Rob McEwen
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
December 14th, 202 3, Kelowna, British Columbia – Enduro Metals Corporation (TSXV:
ENDR OTCQB: ENDMF FSE: SOG-FF) (“Enduro” or the “Company”) announces its intention
to complete a non-brokered private placement (the “Offering”) for gross proceeds of up to $3
million and a consolidation of its Common Shares on the basis of one (1) post -consolidation
Common Share for each ten (10) pre-consolidation Common Shares (the “Consolidation”).
The Offering
The Offering will consist of the issuance of up to 75 million units (7,500,000 on a post-Consolidation
basis) of the Company (the “ Units”) at a purchase price of $0.04/Unit ($0.40/Unit on a post -
Consolidation basis), for gross proceeds of up to $3.0 million. Each Unit will be comprised of one
(1) common share in the capital of the Company (a “ Common Share”) and one-half of one (1/2)
Common Share purchase warrant (each whole Common Share purchase warrant, a “ Warrant”).
Each Warrant shall entitle the holder to acquire an additional Common Share at a purchase price of
$0.08/share ($0.80/share on a post-Consolidation basis) for a period of three (3) years from the date
of issuance.
The Company has secured a lead order for 30,000,000 Units (3,000,000 Units on post-Consolidation
basis) reflecting proceeds of C$1.2 million from an entity controlled by Mr. Rob McEwen, an
existing shareholder of the Company. Mr. McEwen is the Chairman and Chief Owner of McEwen
Mining Inc., and is the founder and former Chairman and CEO of Goldcorp Inc.
The Offering is subject to certain conditions including, but not limited to, receipt of all necessary
approvals, including the approval of the TSX Venture Exchange (the “TSXV”). It is expected that
the proceeds from the sale of Units will be used for exploration and development of the Company’s
Newmont Lake Project located in Northwest British Columbia and for general working capital
purposes.
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Finders' fees or brokers' commissions may be payable on a portion of the Offering in accordance
with TSXV policies. The Offering is subject to certain conditions, including the approval of the
listing and trading of the Common Shares on the TSXV.
All securities issued will be subject to a four-month holding period from the date of issuance and
subject to TSXV approval. The Company intends to close the Offering following the completion of
the Consolidation.
The securities to be offered pursuant to the Offering have not been, and will n ot be, registered
under the U.S. Securities Act of 1933, as amended (the " U.S. Securities Act") or any U.S. state
securities laws, and may not be offered or sold in the United States or to, or for the account or
benefit of, United States persons absent registration or any applicable exemption from the
registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This
news release shall not constitute an offer to sell or the solicitation of an offer to buy securiti es
in the United States, nor shall there be any sale of these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful.
Share Consolidation
The Company currently has 240,994,943 Common Shares issued and outstanding and f ollowing
the completion of the Consolidation will have approximately 24,099,494 Common Shares issued
and outstanding , without taking into account the Offering . The number of post -Consolidated
Common Shares to be received will be rounded up to the nearest w hole number for fractions of
0.5 or greater or rounded down to the nearest whole number for fractions of less than 0.5.
Pursuant to the provisions of the Business Corporations Act ( British Columbia) and the Articles
of the Company, the Consolidation was approved by way of resolution passed by the board of
directors of the Company.
The Company will apply to the TSXV for approval of the Consolidation. The Common Shares
will commence trading on a post -consolidated basis on a date to be det ermined in consultation
with the TSXV, which date will be announced in a subsequent news release once confirmed , but
is expected to occur prior to the closing of the Offering. The Company's name and trading symbols
will remain unchanged.
Cancellation of Prior Private Placement
The Company also announces that it will not be proceeding with the private placement it initially
announced on June 22, 2023.
About Enduro Metals
Enduro Metals is an exploration company focused on its flagship Newmont Lake Project; a total
688km2 property located between Eskay Creek, Snip, and Galore Creek within the heart of
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northwestern British Columbia's Golden Triangle. Building on prior results, the Company's
geological team have outlined 4 deposit environments of interest across the Newmont Lake Project
including high -grade epithermal/skarn gold along the McLymont Fault, copper -gold alkalic
porphyry mineralization at Burgundy & 72 Zones, encouraging porphyry -style alteration typical
of alkalic cop per-gold porphyry systems at North Toe, and a large 9km x 4km geochemical
anomaly hosting various gold, silver, copper, zinc, nickel, cobalt, and lead mineralization along
the newly discovered Chachi Corridor.
On Behalf of the Board of Directors,
ENDURO METALS CORPORATION
“Cole Evans”
Chief Executive Officer
For further information please contact:
Ali Wasiliew - Manager of Communications
Tel: +1 (236) 420-4050
Email: [email protected]
Email: [email protected]
Website: https://www.endurometals.com
As a continued effort to keep investors, interested parties and stakeholders updated, we have
several communication initiatives. If you have any questions online (Twitter, Facebook, LinkedIn,
or Instagram) feel free to send direct messages or a post and include the hashtag #askENDR.
Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility
for the adequacy or accuracy of this release.
Forward-Looking Statements
This news release contains statements that constitute "forward-looking statements". Such forward
looking statements involve known and unknown risks, uncertainties and other factors that may
cause Enduro’s actual results, performance or achievements, or developments in the industry to
differ materially from the anticipated results, performance or achievements expressed or implied
by such forward -looking statements. Forward -looking statements are statements that are not
historical facts and are generally, but not always, identified by the words "expects," "plans, "
"anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or
that events or conditions "will," "would," "may," "could" or "should" occur.
Although Enduro believes the forward -looking information contained in this news release is
reasonable based on information available on the date hereof, by their nature forward -looking
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statements involve assumptions, known and unknown risks, uncertainties and other factors which
may cause our actual results, performance or achievements, or other future events, to be materially
different from any future results, performance or achievements expressed or implied by such
forward-looking statements.
The forward-looking information contained in this news release represents the expectations of the
Company as of the date of this news release and, accordingly, is subject to change after such date.
Readers should not place undue importance on forward -looking information and should not rely
upon this information as of any other date. While the Company may elect to, it does not undertake
to update this information at any particular time except as required in accordance with applicable
laws.