Element79 Gold Announces $2MM Private Placement and Shares for Debt Conversion

VANCOUVER, BC / ACCESSWIRE / June 23, 2022 / Element79 Gold Corp. (CSE:ELEM)(OTC PINK:ELMGF)(FSE:7YS) ("Element79 Gold", or the "Company") is pleased to announce today a non-brokered private placement ("Private Placement") of up to 4,000,000 units of the Company (each, a "Unit") at a price of CAD$0.50 per Unit for anticipated gross proceeds up to CAD$2,000,000.

Foto: Accesswire

Each Unit will be comprised of one common share of the Company (a "Share") and one non-transferrable common share purchase warrant (a "Warrant"). Each warrant is exercisable into one common share at a price of CAD$1.00 per share for a period of twenty-four months from the date of issuance, subject to acceleration (10-day VWAP above CAD $1.20, 30 days to settle). All securities issued pursuant to the Private Placement are subject to a statutory hold period expiring 4 months and one day from the date of issuance. Element79 Gold intends to use the net proceeds of the Private Placement to further operations and exploration initiatives in Nevada, as well as the Peruvian portfolio the Company plans to acquire through Calipuy Resources Inc. (news release dated June 20, 2022, available here), to make property payments, and for general and administrative purposes. Finders fees and commission may be payable in connection with the Private Placement.

Element79 Gold CEO James Tworek commented on this recent announcement stating, "This is the first formal capital raise for the Company since our IPO and we are excited about all of the progress we have made in the past 10 months, and our prospects for growth with our Nevada and Peruvian portfolios. Completing this raise will provide us with the funds to move efforts forward with our Flagship Maverick Springs as well as drilling, exploration and planning with the Lucero and Machacala."

The Company further announces that it has entered into Debt Settlement Agreements (the "Debt Agreements") with certain arms-length creditors (the "Creditors") for the settlement of a total of $304,569 debt in respective debts for professional and consulting services provided by the Creditors to the Company. In settlement and full satisfaction of the debt in the amount of $222,194 the Company will issue 435,674 common shares (the ‘Shares") at a deemed price of $0.51 per Share. In settlement and full satisfaction of the debt in the amount of $42,375, the Company will issue 69,420 Shares at a deemed price of $0.60 per Share, in full satisfaction of $35,000 the Company will issue 64,815 shares at a deemed price of $0.54, and will settle $5,000 through the issuance of 10,000 Shares at a deemed price of $0.50 per Share. Total aggregate number of common shares to be issued pursuant to the Debt Agreements is 579,908.