Emerita Resources Corp. (TSX-V:EMO) announces that, further to its news release of June 5, 2023, it has closed the non-brokered private placement offering of units of the Company pursuant to which the Company issued an additional 7,500,000 Units at a price of $0.40 per Unit  for aggregate gross proceeds of $3,000,000. Each Unit is comprised of one common share in the capital of the Company and one-half of one Common Share purchase warrant. Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.60 per Common Share for a period of 36 months following the date hereof. Securities issued under the Offering will carry a statutory hold period of 4 months and one day from the date hereof.

The Company plans to use the net proceeds of the Offering to continue the exploration and development work on its Spanish base metals properties as well as general corporate working capital purposes. In connection with the Offering, the Company paid cash finder’s fees of $24,600 to eligible finders. The Offering remains subject to final approval of the TSX Venture Exchange.

Certain directors and officers of the Company have subscribed for 2,650,000 Units in the Offering. The Insider Investment constitutes a related party transaction, as such term is defined under the policies of the TSXV, and the Company has relied on certain exemptions from the minority approval and formal valuation requirements under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions as the fair market value of the aggregate Insider Investment is below 25% of the Company’s market capitalization for the purposes of Sections 5.5(a) and 5.7(1)(a) of MI 61-101.

The securities issued pursuant to the Offering 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 U.S. state security laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with requirements of an applicable exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities 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.

About Emerita Resources Corp.

Emerita is a natural resource company engaged in the acquisition, exploration, and development of mineral properties in Europe, with a primary focus on exploring in Spain. The Company’s corporate office and technical team are based in Sevilla, Spain with an administrative office in Toronto, Canada.