Zodiac Gold Announces Upsizing of Non- Brokered Private Placement
Zodiac Gold Announces Upsizing of Non-
Brokered Private Placement
Vancouver, British Columbia--(Newsfile Corp. - April 23, 2025) - Zodiac Gold Inc. (TSXV: ZAU) ("
Zodiac
Gold
" or the "
Company
"), a West-African gold exploration company, is pleased to announce that due to
investor demand, it has upsized its previously announced non-brokered private placement on February
6, 2025, from CAD $1,000,000 to approximately CAD $1,107,926.
The proceeds from the financing will be used to advance the Company's exploration activities, support
corporate development initiatives, and for general working capital purposes. The Company anticipates
closing the private placement by the end of April 2025, subject to final regulatory approvals and
customary closing conditions.
David Kol, CEO of Zodiac Gold, commented: "The upsizing of this financing reflects the growing
confidence in Zodiac Gold's vision and the strength of our upcoming exploration strategy. We are
grateful for the continued support from both existing and new investors and look forward to delivering on
our growth objectives."
The securities described herein have not been, and will not be, registered under the United States
Securities Act of 1933, as amended (the "
U.S. Securities Act
"), or any state securities laws, and
accordingly, may not be offered or sold within the United States except in compliance with the
registration requirements of the U.S. Securities Act and applicable state securities requirements or
pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation
to buy any securities in any jurisdiction.
Insider Participation
An insider participated in the Offering and subscribed for an aggregate of 535,714 Units for a total of
approximately CAD$37,500.
Such participation is considered to be a "related party transaction" as
defined under the policies of the TSXV and Multilateral Instrument 61-101 - Protection of Minority
Security Holders in Special Transactions ("
MI 61-101
"). The Company has relied on exemptions from
the minority shareholder approval and formal valuation requirements applicable to the related-party
transactions under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as the fair market value (as
determined under MI 61-101) of the Units acquired by the insider and the consideration paid by such
insider does not exceed 25% of the Company's market capitalization.
The Company did not file a
material change report with respect to the related party transaction at least 21 days before the closing of
the Offering, which the Company deems reasonable in the circumstances in order to complete the
Offering in an expeditious manner.
About Zodiac Gold
Zodiac Gold Inc. (TSXV: ZAU) is a West-African gold exploration company focused on its flagship Todi
Project situated in Liberia-an underexplored, politically stable, mining friendly jurisdiction hosting several
large-scale gold and iron ore deposits. Strategically positioned along the fertile Todi Shear Zone, Zodiac
Gold is developing a district-scale gold opportunity with additional iron ore potential, covering a vast
2,316 km2 land package. The Todi gold project has undergone de-risking, showcasing proven gold
occurrences at both surface and depth, with five drill-ready targets, of which two have been drilled and
high-grade gold intercepts.
For further information, please visit the Zodiac Gold website at
www.zodiac-gold.com
or contact:
David Kol
President & CEO
Forward-Looking Information
This news release includes certain "forward-looking statements" within the meaning of Canadian
securities legislation.
Forward-looking statements include predictions, projections, and forecasts and are often, but not always,
identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "forecast",
"expect", "potential", "project", "target", "schedule", "budget" and "intend" and statements that an event
or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions
and includes the negatives thereof. All statements other than statements of historical fact included in this
release, including, without limitation, statements regarding the Company's planned exploration programs
and drill programs and potential significance of results are forward-looking statements that involve
various risks and uncertainties. There can be no assurance that such statements will prove to be
accurate and actual results and future events could differ materially from those anticipated in such
statements. Forward-looking statements are based on a number of material factors and assumptions.
Important factors that could cause actual results to differ materially from Company's expectations include
actual exploration results, changes in project parameters as plans continue to be refined, results of future
resource estimates, future metal prices, availability of capital, and financing on acceptable terms,
general economic, market or business conditions, uninsured risks, regulatory changes, defects in title,
availability of personnel, materials, and equipment on a timely basis, accidents or equipment
breakdowns, delays in receiving government approvals, unanticipated environmental impacts on
operations and costs to remedy same, and other exploration or other risks detailed herein and from time
to time in the filings made by the Company with securities regulators. Although the Company has
attempted to identify important factors that could cause actual actions, events, or results to differ from
those described in forward-looking statements, there may be other factors that cause such actions,
events, or results to differ materially from those anticipated. There can be no assurance that forward-
looking statements will prove to be accurate, and accordingly readers are cautioned not to place undue
reliance on forward-looking statements.
The securities described herein have not been, and will not be, registered under the United States
Securities Act, or any state securities laws, and accordingly may not be offered or sold within the
United States except in compliance with the registration requirements of the U.S. Securities Act and
applicable state securities requirements or pursuant to exemptions therefrom. This press release
does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
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.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/249422