Group Eleven Resources Corp. (TSX-V: ZNG) (OTC: GRLVF) (FRA: 3GE) is pleased to announce that it has closed its non-brokered private placement, as previously announced in the Company’s news releases dated May 1, 2023 and May 2, 2023.

In connection with the Private Placement, the Company issued 16,666,666 units at a price of $0.09 per Unit for aggregate gross proceeds of approximately $1,500,000. Each Unit consists of one common share in the capital of the Company and one-half of one non-transferable Common Shares purchase warrant. Each Warrant is exercisable into one Common Share at a price of $0.15 per Common Share for a period of 36 months from the date of issuance. All currency in this news release is denominated in Canadian dollars.

In connection with the Private Placement, the Company issued 102,600 finder’s warrants and paid cash commissions of $9,234 to certain arm’s length finders. Each Finder’s Warrant entitles the Finder, on exercise thereof, to acquire one additional Common Share at a price of $0.09 per Common Share for a period of 36 months from the date of issuance.

The Company intends to use the proceeds from the Private Placement primarily for follow-up drilling on the Company’s Ballywire zinc-lead-silver discovery at the PG West project (100%-interest) in Ireland, as well as for general and administrative purposes. There may be circumstances, however, where, for sound business reasons, a reallocation of funds may be necessary.

Prior to closing of the Private Placement, Michael Gentile held 26,366,614 Common Shares and 6,508,333 Warrants, each Warrant entitling Mr. Gentile to purchase one additional Common Share upon payment of additional consideration to the Company. These Common Shares and Warrants represented approximately 16.66% of the Company’s then-issued and outstanding Common Shares on an undiluted basis and approximately 19.95% of the Company’s then-issued and outstanding Common Shares on a partially diluted basis. Pursuant to the Private Placement, Mr. Gentile acquired an additional 2,432,888 Units for aggregate cash consideration of approximately $218,960. Following the completion of the Private Placement, Mr. Gentile beneficially owns and controls an aggregate of 28,799,502 Common Shares and 7,724,777 Warrants, representing approximately 16.46% of the Company’s issued and outstanding Common Shares on an undiluted basis and approximately 19.99% of the Company’s issued and outstanding Common Shares on a partially diluted basis.

The Private Placement is subject to all necessary regulatory approvals including acceptance from the TSX Venture Exchange. All securities issued in connection with the Private Placement, including those issued to the Finders, will be subject to a four-month hold period from the closing date under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.

The ownership percentages of Common Shares described above are based on the Company having 158,301,502 Common Shares issued and outstanding prior to the completion of the Private Placement, and 174,968,168 Common Shares outstanding upon completion of the Private Placement.

About Group Eleven Resources

Group Eleven Resources Corp. is a mineral exploration company focused on advanced stage zinc exploration in Ireland.