Group Eleven Announces a Non-Brokered Private Placement for up to $1,500,005
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Group Eleven Announces a Non-Brokered Private Placement for up to
$1,500,005
Vancouver, Canada, December 24th, 2020 – Group Eleven Resources Corp. (TSX.V: ZNG; OTC: GRLVF; FRA:
3GE) (“Group Eleven” or the “Company”) is pleased to announce a non-brokered private placement (the
“Offering”) of up to 23,077,000 shares at a price of $0.065 per share for gross proceeds of up to $1,500,005.
All currency is denominated in Canadian dollars.
Proceeds from the Offering will be used to fund further exploration on the Company’s projects in Ireland,
including drilling at the Company’s zinc-lead zone near Carrickittle in Ireland , as well as, general and
administrative purposes. The Offering is subject to regulatory approval, including approval by the TSX
Venture Exchange, and all securities to be issued pursuant to the financing are subject to a hold period
under applicable Canadian securities legislation that expires four months and one day after the clo sing
date of the Offering.
Mr. Michael Gentile has agreed to subscribe for up to 11,584,615 shares under the Offering for aggregate
cash consideration of $753,000. Mr. Gentile presently beneficially owned and controlled, directly or
indirectly, an aggregate of 11,765,333 shares and an aggregate of 5,000,000 share purchase warrants, each
warrant entitling Mr. Gentile to purchase on additional share upon payment of additional consideration to
the Company. These shares and warrants represent approximately 10.29% of the Company’s issued and
outstanding shares on an undiluted basis and approximately 14.04% of the Company’s issued and outstanding
shares on a partially diluted basis. Following the completion of the Offering, Mr. Gentile will beneficially own
and control, an aggregate of 23,349,948 shares and 5,000,000 Warrants, representing approximately 16.99%
of the Company’s issued and outstanding shares an undiluted basis and approximately 19.90% of the
Company’s issued and outstanding shares on a partially diluted basis.
The Shares were acquired for investment purposes. Mr. Gentile has a long-term view of the investment and
may acquire additional common shares of the Company either on the open market or through private
acquisitions or sell common shares of the Company on the open market or through private dispositions in
the future depending on market conditions, reformulation of plans and/or other relevant factors
Certain information in this news release is provided by Mr. Gentile in satisfaction of the early warning
requirements of National Instrument 62-104 - Take-Over Bids and Issuer Bids. Mr. Gentile’s address is 305
Av. Brock North, Montreal-West, Quebec H4X 2G4. An early warning report in respect of Mr. Gentile’s
entering into his subscription agreement regarding the Offering will be filed under the Company’s profile on
SEDAR at www.sedar.com, and may also be obtained from Mr. Gentile by contacting (514) 591-4227.
Mr Gentile is a “related party” of the Company within the meaning of that term defined in Multilateral
Instrument 61-101 - Protection of Minority Shareholders in Special Transactions (“MI 61-101”) as he currently
owns more than 10% of the outstanding shares of the Company on both a non-diluted and partially diluted
basis, and hence the Offering is a “related party transaction” within the meaning of MI 61-101. The Company
is relying on the exemptions from the formal valuation requirement set out in section 5.5(c) and the minority
approval requirement set out in section 5.7(1)(b) of MI 61- 101 on the basis the Offering is a distribution of
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the Company’s securities for cash consideration, and neither the Company, nor to the knowledge of the
Company after reasonable inquiry, Mr. Gentile, had knowledge of any material information concerning the
Company or the securities of the Company that was not generally disclosed at the time at which the Offering
was agreed between the parties, and neither the fair market value of the securities to be distributed to Mr.
Gentile nor the consideration received by the Company for those securities from Mr. Gentile exceeds
$2,500,000.
The Company considers the abridgement of the 21 day period contemplated by MI 61-101 regarding the issue
of this news release and the anticipated completion of the Offering to be reasonable and necessary in light of
the need to obtain financing from the parties participating in the Offering on a timely basis.
The ownership percentage s of common shares described above are based on the Company having
114,392,838 shares outstanding as of the date of this news release and 137,469,837 shares outstanding upon
completion of the Offering.
About Group Eleven Resources
Group Eleven Resources Corp. (TSX.V: ZNG; OTC: GRLVF and FRA: 3GE) is a mineral exploration company
focused on advanced stage zinc exploration in the Republic of Ireland.
Additional information about the Company is available at www.groupelevenresources.com.
ON BEHALF OF THE BOARD OF DIRECTORS
“Bart Jaworski”
Bart Jaworski, P.Geo.
Chief Executive Officer
For more information, please contact:
Shaun Heinrichs
Chief Financial Officer
E: [email protected] | T: +1 604 630 8839
Cautionary Note Regarding Forward-Looking Information
This press release contains forward -looking statements within the meaning of applicable securities
legislation. Such statements include, without limitation, statements regarding the expected use of
proceeds, future results of operations, performance and ac hievements of the Company, including the
timing, content, cost and results of proposed work programs, the discovery and delineation of mineral
deposits/resources/ reserves and geological interpretations. Although the Company believes that such
statements a re reasonable, it can give no assurance that such expectations will prove to be correct.
Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend,
estimate, postulate and similar expressions, or are those, w hich, by their nature, refer to future events.
The Company cautions investors that any forward-looking statements by the Company are not guarantees
of future results or performance, and that actual results may differ materially from those in forward
looking statements as a result of various factors, including, but not limited to, variations in the nature,
quality and quantity of any mineral deposits that may be located. All of the Company's public disclosure
filings may be accessed via www.sedar.com and rea ders are urged to review these materials, including
the technical reports filed with respect to the Company's mineral properties.