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home / news releases / ELMGF - Element79 Gold Corp Announces Completion of Debt Settlement and Closing of First Tranche of Private Placement


ELMGF - Element79 Gold Corp Announces Completion of Debt Settlement and Closing of First Tranche of Private Placement

(TheNewswire)

Vancouver, British Columbia – TheNewswire - March 14, 2024 - Element79 Gold Corp (the"Company") (CSE:ELEM) (OTC:ELMGF) (FSE:7YS0) a mining company focused on the exploration for andproduction of gold and silver, is pleased to unveil updates onstrategic initiatives aimed at bolstering the Company’s financialposition and enhancing shareholder value.

Completion of Share for DebtSettlements and Debt Conversion

Pursuant to its previous press releases (November 17and December 19, 2023) the Company is pleased to announce that it has,through the approved shares for debt settlements, cleared a total of$3.76 million in in corporate debt allowing for a balance sheet thatallows for growth. The Debt settlement and issuance of 3.76 millionshares was approved by shareholders at a Special meeting held December19, 2023.

Also pursuant to the Special Meeting shareholdersapproved of the assignment of debt from Crescita Capital LLC to TellusLLC, a reputable third party, that allowed them to convert a $2million promissory note into Element79 Gold Corp shares at the same$0.10 conversion price.

James C. Tworek, CEO of Element79 Gold Corp, states:"The Company’s Board and Management team have expressed astrong commitment to improving the balance sheet which we feel thecompletion of these Debt settlements has allowed us to do that. Thewelcomed addition of Tellus LLC as a strategic shareholder signifies ashared vision to transform Element79 Gold Corp into a producing miningcompany.  Further work securing immediate-term financing for theadvancement of project development is finding significant tractionwith strategic investors. reinforcing the company's ability to executeits 2024 goals.”

Closing of First Tranche of PrivatePlacement

The Company further notes that pursuant to its pressrelease of March 11, 2024, it has received and closed on an aggregateof $250,000 and issued 1,086,956 Units of its Non-Brokered PrivatePlacement (the “Placement”). The Placement consists of Units ofthe Company (each a “Unit”) at a purchase price of $0.23 per Unit. Each Unit will be comprised of one common share of the Company (a“Common Share”) and one common share purchase warrant (each a“Warrant”). Each Warrant will be exercisable for one Common Shareat a price of $0.35 per Common Share for two (2) years from the dateof issuance.

The warrants are subject to an acceleration clausewhereby should the shares of the Company trade at or above $0.40 pershare on the North American stock exchange on which it is then listedfor ten consecutive trading days (after the date that is four monthsand one day from the closing of the Offering) the warrants may beaccelerated. A finder’s fee of 7% cash and 7% in Broker’s Warrants(priced at $0.35, $0.40 accelerator clause, 2-year expiry in line withthe Unit Warrants) will be paid to intermediaries for the closing ofthe first tranche.

Element79 will continue to seek further funding - andwishes to increase the amount of the Placement from $400,000 to up to$600,000

Re-Pricing of HistoricalWarrants

The Company also announces that it intends to repricean aggregate 1,290,000 warrants of the Company previously issued onMarch 6, 2020 for 1 million warrants and September 8, 2023 for 290,000warrants. These warrants were originally issued with an exercise priceof $0.10 and $0.05 but were subject to a 10 to 1 consolidation makingthem now $0.50 and $1.00 respectively. The Company is proposing toreprice the warrants to $0.35 each.  All other terms of theseHistorical Warrants remain unchanged other than as set out in theoriginal warrants.

The Company will file a Form 13 with the CSE if andonce the amendment is completed.

About Element79 Gold Corp

Element79 Gold Corp is a gold and silver mining companycommitted to maximizing shareholder value through responsible miningpractices and sustainable development of its projects.  Element79Gold's core focus is on developing its past-producing, high-grade goldand silver mine, the Lucero project located in Arequipa, Peru, withthe intent to restart production in 2024.

The Company also holds a portfolio of 5 propertiesalong the Battle Mountain trend in Nevada, with the Clover and WestWhistler projects believed to have significant potential for near-termresource development. Three properties in the Battle MountainPortfolio are under contract for sale to Valdo Minerals Ltd., with ananticipated closing date in the first half of 2024.  The Company hasalso signed an Option Agreement to sell the Maverick Springs project,an advanced-stage exploratory property with an Inferred Resource of3.71MMoz AuEq (1.37MMoz Au and 175MMoz Ag) (see 43-101 technicalreport titled: Amended Technical Report on the Maverick SpringsProject, Nevada, USA, by Allan Armitage, PhD., P.Geo, and RohanMillar, B.Sc. P.Geo., dated October 7, 2022, available on SEDAR) andanticipates completing this sale on or before July 21, 2024.

In British Columbia, Element79 Gold has executed aLetter of Intent and funded a drilling program to acquire a privatecompany that holds the option to 100% interest of the SnowbirdHigh-Grade Gold Project, which consists of 10 mineral claims locatedin Central British Columbia, approximately 20km west of Fort St.James.

The Company has an option to acquire a 100% interest inthe Dale Property, 90 unpatented mining claims located approximately100 km southwest of Timmins, Ontario, and has recently announced thatit has transferred this project to its wholly-owned subsidiary,Synergy Metals Corp, and is advancing through the Plan of Arrangementspin-out process.

For more information about the company please visit ourofficial website at www.element79.gold

Contact Information

For corporate matters, please contact:

James C. Tworek, Chief Executive Officer andDirector

E-mail: jt@element79.gold

For investor relations inquiries,please contact:

Investor Relations Department

Phone: +1.613.879.9387

E-mail: investors@element79.gold

Cautionary Note Regarding ForwardLooking Statements

This press release contains "forward?lookinginformation" and "forward-looking statements" underapplicable securities laws (collectively, "forward?lookingstatements"). These statements relate to future events or theCompany's future performance, business prospects or opportunities thatare based on forecasts of future results, estimates of amounts not yetdeterminable and assumptions of management made in light ofmanagement's experience and perception of historical trends, currentconditions and expected future developments. Forward-lookingstatements include, but are not limited to, statements with respectto: the Company's business strategy; future planning processes;exploration activities; the timing and result of explorationactivities; capital projects and exploration activities and thepossible results thereof; acquisitionopportunities; and the impact of acquisitions, if any, on the Company.Assumptions may prove to be incorrect and actual results may differmaterially from those anticipated. Consequently, forward-lookingstatements cannot be guaranteed. As such, investors are cautioned notto place undue reliance upon forward-looking statements as there canbe no assurance that the plans, assumptions or expectations upon whichthey are placed will occur.

Neither the Canadian SecuritiesExchange nor the Market Regulator (as that term is defined in thepolicies of the Canadian Securities Exchange) accepts responsibilityfor the adequacy or accuracy of this release.

Copyright (c) 2024 TheNewswire - All rights reserved.

Stock Information

Company Name: Element79 Gold
Stock Symbol: ELMGF
Market: OTC
Website: element79.gold

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