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Group Eleven Closes $3,000,000 Private Placement

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Group Eleven Closes $3,000,000 Private Placement

 

 

 

 

 

Group Eleven Resources Corp. (TSX-V: ZNG) (OTC: GRLVF) (FRA: 3GE) is pleased to announce that it has closed its previously announced non-brokered private placement for aggregate gross proceeds of $3,000,000, through the sale of 25,000,000 units of the Company at a price of $0.12 per Unit. All currency in this news release is denominated in Canadian dollars.

 

Each Unit consists of one common share in the capital of the Company  and one-half of one non-transferable common share purchase warrant. Each Warrant entitles the holder to purchase one additional common share in the capital of the Company for a period of 24 months from the date of issue at an exercise price of $0.18 per Warrant Share.

 

In connection with the Private Placement, the Company issued 195,100 finder’s warrants and paid cash commissions of $23,412 to certain arm’s length finders, including Canaccord Genuity Corp., Haywood Securities Inc., Cormark Securities Inc., Red Cloud Securities Inc. and Sightline Wealth Management LP. Each Finder Warrant entitles the Finder, on exercise thereof, to acquire one additional Common Share at a price of $0.18 per share for a period of 24 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 working capital 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 28,799,502 Common Shares and 7,724,777 common share purchase 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 16.46% of the Company’s then-issued and outstanding Common Shares on an undiluted basis and approximately 19.99% of the Company’s then-issued and outstanding Common Shares on a partially diluted basis. Michael Gentile subscribed for 1,250,000 Units in the Private Placement for an aggregate purchase price of $150,000. Following the completion of the Private Placement, Mr. Gentile beneficially owns and controls an aggregate of 30,049,502 Common Shares and 8,349,777 common share purchase warrants, representing approximately 15.03% of the Company’s issued and outstanding Common Shares on an undiluted basis and approximately 18.43% of the Company’s issued and outstanding Common Shares on a partially diluted basis.

 

The participation by Mr. Gentile in the Private Placement, constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation.  The Company did not file a material change report more than 21 days before the expected closing of the Private Placement, as the details and amounts of Mr. Gentile’s participation were not finalized until closer to the closing and the Company wished to close the transaction as soon as practicable for sound business reasons.

 

The Private Placement remains subject to all necessary regulatory approvals including final acceptance from the TSX Venture Exchange. All securities issued in connection with the Private Placement are 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 174,968,168 Common Shares issued and outstanding prior to the completion of the Private Placement, and 199,968,168 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.

 

Posted December 29, 2023

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