Pelangio Exploration Announces First Closing of Private Placement for Gross Proceeds of $113,500

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TORONTO, ON / ACCESSWIRE / March 28, 2024 / Pelangio Exploration Inc. (TSXV:PX)(OTC PINK:PGXPF) ("Pelangio" or the "Company") is pleased to announce that it has closed the first tranche of a non-brokered private placement of up to $500,000 announced on February 28th, 2024 (the "Private Placement"). The first tranche raised gross proceeds of $113,500 from the issuance of 7,566,666 units (the "Units") at a price of $0.015 per Unit.

Each Unit consists of one common share of the Company (a "Common Share") and one Common Share purchase warrant ("Warrant"). Each Warrant entitles the holder to purchase one Common Share at a price of $0.05 until March 27^th, 2029.

The Company paid finder's fees to Raymond James totalling $500 in cash and 33,333 warrants (the "Finder's Warrants"). Each Finder's Warrant entitles the holder to purchase one Common Share at a price of $0.05 until March 27^th, 2029. All finder's fees are subject to compliance with applicable securities legislation and TSX Venture Exchange policies. All securities issued in this closing of the Private Placement are subject to statutory four month hold periods expiring on July 28^th, 2024. The Private Placement remains subject to obtaining final approval of the TSX Venture Exchange.

Certain insiders of the Company participated in the private placement for an aggregate total of $85,500. The participation by such insiders constituted a "related party transaction" as such term is defined by Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company was exempt from the MI 61 101 valuation and minority approval requirements for related party transactions in connection with the Offering under sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves the Related Parties, exceeds 25% of the Company's market capitalization (as determined under MI 61-101).