Demesne Resources Ltd. (CSE:DEME) (OTCQB:DEMRF) is pleased to announce that it has completed the first tranche of its previously announced non-brokered private placement financing. Pursuant to the First Tranche, the Company issued 1,146,000 common shares of the Company, at a price of $0.25 per Common Share for gross proceeds of $286,500.

The Company plans to complete a second tranche of the Offering, for gross proceeds of up to $1,713,500 in December 2024.

In connection with the First Tranche of the Offering, the Company paid finder’s fees to eligible finders consisting of $8,680 in cash and 34,720 Common Share purchase warrants. Each Finder’s Warrant is exercisable to acquire one Common Share of capital of the Company at an exercise price of $0.25 per Common Share for a period of 12-months.

Closing of the Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including the Canadian Securities Exchange. Closing of the Offering is also conditional upon the Company and IMA-1, LLC entering into an option agreement, further to the letter of intent entered between the Company and the Optionor as announced in the Company’s news release of October 22, 2024.

On November 6, 2024, the Company announced that it had entered into the Option Agreement with the Optionor. Pursuant to the Option Agreement, the Optionor will grant to the Company an option to acquire 100% interest in the IMA Mine Project located in East-Central Idaho, USA. Please refer to the Company’s news releases dated October 22, 2024 and November 6, 2024 for additional details regarding the Option Agreement and the IMA Property.

The Company will use the net proceeds from the Offering to fund certain payments pursuant to the Option Agreement with the IMA Mine Project, certain payments pursuant to an option agreement in connection with the Star Project, work program related expenses, and for general working capital purposes. All securities issued in connection with the First Tranche are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities 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 may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

ABOUT DEMESNE RESOURCES LTD.

Demesne Resources Ltd. is a British Columbia based company involved in the acquisition and exploration of magnetite mineral properties. The Company’s sole property is the Star Project, consisting of five contiguous mineral titles covering an area of approximately 4,615.75 hectares located in the Skeena Mining Division, British Columbia, Canada. The Company has entered into an option agreement pursuant to which it is entitled to earn an undivided 100% interest in the Star Project.