The Conversation (0)
(TheNewswire)
 | |||||||||
 |  |  | |||||||
JZR Gold Inc. possesses a 50% net profit interest (the “NPI”) in all profit generated from the Vila Nova Project.
For further information, please contact:
Robert Klenk
Chief Executive Officer
E: rob@jazzresources.ca
T: 604.329.9092
Forward-Looking Statements
This news release contains forward-looking statements, which includes any information about activities, events or developments that the Company believes, expects or anticipates will or may occur in the future. Forward-looking statements in this news release include statements with respect to commencement of preparation work on the Vila Nova Project and the expected operation of the gravimetric mill on the Vila Nova property. Forward-looking information reflects the expectations or beliefs of management of the Company based on information currently available to it. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. These factors include, but are not limited to: risks associated with the business of the Company; business and economic conditions in the mineral exploration industry generally; the supply and demand for labour and other project inputs; changes in commodity prices; changes in interest and currency exchange rates; risks related to inaccurate geological and engineering assumptions; risks relating to unanticipated operational difficulties (including failure of equipment or processes to operate in accordance with the specifications or expectations, unavailability of materials and equipment, government action or delays in the receipt of government approvals, industrial disturbances or other job action and unanticipated events related to health, safety and environmental matters); risks related to adverse weather conditions; geopolitical risk and social unrest; changes in general economic conditions or conditions in the financial markets; and other risk factors as detailed from time to time in the Company's continuous disclosure documents filed with the Canadian securities regulators. The forward-looking information contained in this press release is expressly qualified in its entirety by this cautionary statement. The Company does not undertake to update any forward-looking information, except as required by applicable securities laws.
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
None of the securities of JZR have been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities law, and may not be offered or sold in the United States or to, or for the account or benefit of, persons in the United States or "U.S. persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent registration or an exemption from such registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy in the United States nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.
Copyright (c) 2024 TheNewswire - All rights reserved.
News Provided by TheNewsWire via QuoteMedia
JZR:CA
JZR Gold Investor Kit
- Corporate info
- Insights
- Growth strategies
- Upcoming projects
GET YOUR FREE INVESTOR KIT
JZR Gold
Overview
Artisanal and small-scale mining (ASM) in Brazil is an important part of the country’s economy and culture. Dating as far back as the 17th century, the ASM sector provides livelihood for more than 450,000 traditional ASM miners and their communities.
A significant portion of the ASM sector in Brazil is gold mining, and one exploration company poised to benefit from artisanal gold stockpiles in the country is JZR Gold (TSXV: JZR.V). The company has completed the assembly of a bulk sampling facility at its Vila Nova Gold project and is now advancing toward near-term cash flow.
Vila Nova Gold is the company’s flagship project located in the state of Amapá in Brazil. JZR Gold acquired the Vila Nova Gold project in January 2021 and all of Coltan Gold Minerals’ interest in and to a joint venture royalty agreement between Eco Mining Oil & Gaz Drilling and Exploration EIRELI and Coltan Gold Minerals.
In June 2021, JZR Gold reported significant gold results from sampling waste dumps and tailings at the Vila Nova Gold project. The geological report concluded the project contains gold estimates as high as 9 million tonnes with grades averaging 2.7 g/t. The total estimated gold content on the Vila Nova Gold project is a valuable 700,000 ounces in the 111.7-hectare area that was sampled. This flagship asset has significant upside potential based on tailings expansion and ongoing hard rock drilling.
In Canada, JZR Gold also owns interests in the Teddy Glacier property and the Spider mine in British Columbia.
The company is in a strong position to produce profitable gold in the future. In April 2022, through contractor Brastorno Tecnologia em Equipamentos Para Mineracao, JZR Gold completed the assembly of its Gravimetric plant, a bulk sampling facility at the Vila Nova Gold project. The company has since commenced the operation of the 800-tonne-per-day bulk sampling gravimetric mill. The company is fully permitted to bulk sample up to 600,000 tonnes per year in Brazil.
JZR entered into a joint venture royalty agreement (JVRA) with ECO Mining Oil & Gaz Drilling and Exploration (EIRELI) (ECO) on July 6, 2020, for its Vila Nova gold project. JZR has satisfied all its responsibilities under the JVRA and has acquired a 50 percent net profit interest from all net profit generated from the project. ECO is entitled to 85 percent of the total sale value of all gold derived from the tailings piles, dams, pond basins and waste reservoir on the property.
JZR Gold values transparency and adherence to local laws and has ensured that all work conducted on the Vila Nova Gold project is conducted with sensitivity to the environment and within ESG parameters.
Company Highlights
- Its flagship Vila Nova Gold project is located in the state of Amapá in Brazil. The company also owns interests in the Teddy Glacier property and the Spider mine in the province of British Columbia in Canada.
- The Vila Nova Gold project contains gold estimates as high as 9 million tonnes with grades averaging 2.7 grams per ton (g/t). The total estimated gold content on the Vila Nova Gold project is a valuable 756,000 ounces in the 111.7-hectare area that was sampled.
- JZR Gold is led by an experienced management team including the co-founder of HealthTech Connex Inc.
- JZR Gold commenced the operation of the 800-tonne-per-day bulk sampling gravimetric mill located at the Vila Nova Gold Project, creating near-term cash flow for the company.JZR has satisfied all its obligations under its joint venture royalty agreement with ECO and has acquired a 50 percent net profit interest in the Vila Nova Gold Project.
Get access to more exclusive Gold Investing Stock profiles here
Near-Term Cash Flow From Flagship High-Grade Gold Project in Brazil
JZR Gold Inc. Closes Non-Brokered Private Placement Offering Of Units
(TheNewswire)
 | |||||||||
 |  |  | |||||||
March 4, 2025 TheNewswire - Vancouver, British Columbia, Canada JZR Gold Inc. (TSXV: JZR) (the " Company " or " JZR ") is pleased to announce that it has completed its previously announced non-brokered private placement (the " Offering ") of units (each, a " Unit ") at a price of $0.25 per Unit. Pursuant to the Offering, which was announced on January 27, 2025, the Company has issued 2,536,000 Units for aggregate gross proceeds of $634,000. The Company also wishes to announce that, due to investor interest, the Offering was increased from $600,000 to $634,000.
Each Unit consists of one common share in the capital of the Company (each, a "S hare ") and one common share purchase warrant (each, a " Warrant "). Each Warrant is exercisable into one additional Share (each, a " Warrant Share ") at a price of $0.35 per Warrant Share for a period of three (3) years from the date of issuance, subject to acceleration. The Warrants are subject to an acceleration provision whereby, in the event that the volume weighted average trading price of the Company's common shares traded on TSX Venture Exchange (the " Exchange "), or any other stock exchange on which the Company's common shares are then listed, is equal to or greater than $0.75 for a period of 10 consecutive trading days, the Company shall have the right to accelerate the expiry date of the Warrants by giving written notice to the holders of the Warrants that the Warrants will expire on the date that is not less than 30 days from the date that notice is provided by the Company to the Warrant holders. The Company did not pay any finder's fees in closing this Offering.
The Units, Shares, Warrants, and Warrant Shares are collectively referred to as the " Securities ". The Securities are subject to a hold period of four months and one day from the date of Closing.
One insider of the Company subscribed for 200,000 Units under the Offering, which is a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (" MI 61-101 "). The Company has relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in subsections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of any related party participation in the Offering, as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involved the related parties, exceed 25% of the Company's market capitalization.
None of the Securities sold in connection with the Offering have been or will be registered under the United States Securities Act of 1933, as amended, and no such securities may be offered or sold in the United Shares absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Company intends to use the proceeds from the Offering to fund start-up and operations of the 800 tonne-per-day bulk sampling gravimetric mill, as well as future exploration work on the Vila Nova Gold Project, all by way of one or more loans to ECO Mining Oil & Gaz Drilling and Exploration (EIRELI), our operating partner, and for general working capital purposes.
For further information, please contact:
Robert Klenk
Chief Executive Officer
rob@jzrgold.com
Forward-Looking Information
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information in this press release includes all statements that are not historical facts, including, without limitation, statements with respect to the details of the Offering, including the proposed size, timing and the expected use of proceeds and the receipt of regulatory approval for the Offering; the testing and anticipated commencement of operation of the Mill. Forward-looking information reflects the expectations or beliefs of management of the Company based on information currently available to it. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. These factors include, but are not limited to: the Company may not complete the Offering; the Offering may not be approved by the TSX Venture Exchange; risks associated with the business of the Company; the Mill may not commence operating once testing has been completed, or at all; business and economic conditions in the mineral exploration industry generally; the supply and demand for labour and other project inputs; changes in commodity prices; changes in interest and currency exchange rates; risks related to inaccurate geological and engineering assumptions; risks relating to unanticipated operational difficulties (including failure of equipment or processes to operate in accordance with the specifications or expectations, cost escalation, unavailability of materials and equipment, government action or delays in the receipt of government approvals, industrial disturbances or other job action and unanticipated events related to health, safety and environmental matters); risks related to adverse weather conditions; political risk and social unrest; changes in general economic conditions or conditions in the financial markets; and other risk factors as detailed from time to time in the Company's continuous disclosure documents filed with the Canadian securities regulators. The forward-looking information contained in this press release is expressly qualified in its entirety by this cautionary statement. The Company does not undertake to update any forward-looking information, except as required by applicable securities laws.
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
None of the securities of JZR have been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities law, and may not be offered or sold in the United States or to, or for the account or benefit of, persons in the United States or "U.S. persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent registration or an exemption from such registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy in the United States nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
Copyright (c) 2025 TheNewswire - All rights reserved.
News Provided by TheNewsWire via QuoteMedia
JZR Gold Enters into Loan Agreement
(TheNewswire)
| |||||||||
| | | |||||||
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.
February 11, 2025 TheNewswire - Vancouver, British Columbia, Canada JZR Gold Inc. (the " Company " or " JZR ") ( TSX-V: JZR ) announces that it has entered into a loan agreement with Eco Mining Oil & Gaz Drilling and Exploration Ltda. (" Eco ") dated September 30, 2024, pursuant to which the Company agreed to lend to Eco up to US$2,000,000 (the " Loan "). The Loan, which bears no interest, is to be advanced to Eco in tranches upon request by Eco. Pursuant to the terms of the Loan, the Company shall have no obligation to advance or make available any funds to Eco and any funds so advanced shall be at the sole discretion of the Company. As of the date of the Loan Agreement, the Company had previously advanced the sum of US$1,800,000 to Eco, which amount forms part of the Loan. Eco may pay back any amount outstanding under Loan at any time without penalty.
The Company possesses a right to receive a 50% net profit interest in gold produced from the Vila Nova gold project located in the State of Amapa, Brazil (the " Project "). The Project is currently being developed by Eco as the operator. Eco commissioned the manufacture and installation of a gravimetric mill (the " Mill ") for the Project, which Mill has been assembled and is being tested. The Company has advised that Eco requested financial assistance from the Company in order to advance, acquire and assemble the Mill and to further advance the Project. Management of the Company has determined that it is in the best interest of the Company to advance funds to Eco in order to enable Eco to acquire the Mill, bring it into operation and to further advance the Project, and has agreed to advance funds under the Loan to Eco specifically for the foregoing purposes.
As security for the Loan, Eco has pledged to the Company the Mill and certain rights of Eco pursuant to an agreement between Eco and the Cooperative dos Garimpeiros do Vila Nova.
The Company is at arm's length with Eco and is not a "related party" of the Company within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions . The Loan is subject to acceptance of the TSX Venture Exchange.
For further information, please contact:
Robert Klenk
Chief Executive Officer
rob@jazzresources.ca
Forward-Looking Statements
This news release contains forward-looking statements, which includes any information about activities, events or developments that the Company believes, expects or anticipates will or may occur in the future. Forward-looking statements in this news release include statements with respect to respect to the details of the Loan, including the repayment terms and the anticipated use of proceeds by Eco. Forward-looking information reflects the expectations or beliefs of management of the Company based on information currently available to it. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. These factors include, but are not limited to: risks associated with the business of the Company; business and economic conditions in the mineral exploration industry generally; the supply and demand for labour and other project inputs; changes in commodity prices; changes in interest and currency exchange rates; risks related to inaccurate geological and engineering assumptions; risks relating to unanticipated operational difficulties (including failure of equipment or processes to operate in accordance with the specifications or expectations, unavailability of materials and equipment, government action or delays in the receipt of government approvals, industrial disturbances or other job action and unanticipated events related to health, safety and environmental matters); risks related to adverse weather conditions; geopolitical risk and social unrest; changes in general economic conditions or conditions in the financial markets; and other risk factors as detailed from time to time in the Company's continuous disclosure documents filed with the Canadian securities regulators. The forward-looking information contained in this press release is expressly qualified in its entirety by this cautionary statement. The Company does not undertake to update any forward-looking information, except as required by applicable securities laws.
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Copyright (c) 2025 TheNewswire - All rights reserved.
News Provided by TheNewsWire via QuoteMedia
JZR Gold Inc. Provides an Update Regarding the Vila Nova Gold Project in Brazil and Announces Private Placement Offering of Units to Raise up to $600,000
(TheNewswire)
| |||||||||
| | | |||||||
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.
January 27, 2025 TheNewswire - Vancouver, British Columbia, Canada JZR Gold Inc. (TSXV: JZR) (OTCQB: JZRIF) (the " Company " or " JZR ") wishes to provide an update on operations at Vila Nova gold project (the " Vila Nova Project ") located in the state of Amapa, Brazil. The Company possesses a 50% net profit interest in all net profit generated from the Vila Nova Project pursuant to a Joint Venture Royalty Agreement dated July 6, 2020, as amended on January 9, 2023, with ECO Mining Oil & Gaz Drilling Exploration EIRELI (" ECO "). ECO, as the operator of the Vila Nova Project, has commissioned the manufacture of an 800 tonne-per-day gravimetric mill, which mill (the " Mill ") has been assembled and is located on the Vila Nova property. ECO has advised the Company that the Mill has been energized and that it is currently testing each individual component, including pumps and hoses. ECO has indicated to the Company that it expects that the Mill will commence operating as soon as practicable after testing has been completed.
The Company also announces that it intends to undertake a non-brokered private placement offering (the " Offering ") of up to 2,400,000 units (each, a " Unit ") at a price of $0.25 per Unit, to raise aggregate gross proceeds of up to $600,000. Each Unit will be comprised of one common share (each, a " Share ") and one share purchase warrant (each, a " Warrant "). Each Warrant will entitle the holder to acquire one additional common share (each, a " Warrant Share ") of the Company at an exercise price of $0.35 per Warrant Share for a period of three (3) years after the closing of the Offering. The Warrants will be subject to an acceleration provision whereby, in the event that the volume weighted average trading price of the Company's common shares traded on TSX Venture Exchange (the " Exchange "), or any other stock exchange on which the Company's common shares are then listed, is equal to or greater than $0.75 for a period of 10 consecutive trading dates, the Company shall have the right to accelerate the expiry date of the Warrants by giving written notice to the holders of the Warrants that the Warrants will expire on the date that is not less than 30 days from the date that notice is provided by the Company to the Warrant holders.
The Company intends to pay registered persons a finder's fee comprised of 6% of the gross proceeds of the Offering, in cash, and such number of non-transferable finder's warrants which equals 6% of the number of Units (the " Finder's Warrants "). Each Finder's Warrant shall entitle the holder to acquire one common share (the " Finder's Warrant Shares ") at a price of $0.35 per Finder's Warrant Share for a period of three (3) years from the date of issuance. Other than being non-transferable, each Finder's Warrant shall otherwise be on the same terms as the Warrants. The Units, Shares, Warrants, Warrant Shares, Finder's Warrants and Finder's Warrant Shares are collectively referred to herein as the " Securities ".
The Units will be offered pursuant to available prospectus exemptions set out under applicable securities laws and instruments, including National Instrument 45-106 – Prospectus Exemptions.
It is expected that certain Insiders (as such term is defined under the policies of the Exchange) of the Company may participate in the Offering. The participation of Insiders in the Offering will constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (" MI 61-101 "). The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under subsections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the Offering by Insiders will not exceed 25% of the fair market value of the Company's market capitalization.
The Offering may close in one or more tranches, as subscriptions are received. The Securities will be subject to a hold period of four months and one day from the date of issuance. Closing of the Offering, which is expected to occur on or about February 7, 2025, will be subject to satisfaction of certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including approval by the Exchange.
The Company intends to use the net proceeds from the Offering to fund operations of the Mill as well as future exploration work on the Vila Nova Project, all by way of one or more loans to ECO, and for general working capital purposes.
For further information, please contact:
Robert Klenk
Chief Executive Officer
rob@jazzresources.ca
Forward-Looking Information
This press release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information in this press release includes all statements that are not historical facts, including, without limitation, statements with respect to the details of the Offering, including the proposed size, timing and the expected use of proceeds and the receipt of regulatory approval for the Offering; the testing and anticipated commencement of operation of the Mill. Forward-looking information reflects the expectations or beliefs of management of the Company based on information currently available to it. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. These factors include, but are not limited to: the Company may not complete the Offering; the Offering may not be approved by the TSX Venture Exchange; risks associated with the business of the Company; the Mill may not commence operating once testing has been completed, or at all; business and economic conditions in the mineral exploration industry generally; the supply and demand for labour and other project inputs; changes in commodity prices; changes in interest and currency exchange rates; risks related to inaccurate geological and engineering assumptions; risks relating to unanticipated operational difficulties (including failure of equipment or processes to operate in accordance with the specifications or expectations, cost escalation, unavailability of materials and equipment, government action or delays in the receipt of government approvals, industrial disturbances or other job action and unanticipated events related to health, safety and environmental matters); risks related to adverse weather conditions; political risk and social unrest; changes in general economic conditions or conditions in the financial markets; and other risk factors as detailed from time to time in the Company's continuous disclosure documents filed with the Canadian securities regulators. The forward-looking information contained in this press release is expressly qualified in its entirety by this cautionary statement. The Company does not undertake to update any forward-looking information, except as required by applicable securities laws.
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
None of the securities of JZR have been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities law, and may not be offered or sold in the United States or to, or for the account or benefit of, persons in the United States or "U.S. persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent registration or an exemption from such registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy in the United States nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
Copyright (c) 2025 TheNewswire - All rights reserved.
News Provided by TheNewsWire via QuoteMedia
JZR Gold Announces Private Placement Offering Of Units To Raise Up To $750,000
(TheNewswire)
| |||||||||
| | | |||||||
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION,
DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART,
IN OR INTO THE UNITED STATES.
Vancouver, British Columbia, Canada September 27, 2024 TheNewswire JZR Gold Inc. (the " Company " or " JZR ") ( TSX-V: JZR ) is pleased to announce that it intends to undertake a non-brokered private placement offering (the " Offering ") of up to 5,000,000 units (each, a " Unit ") at a price of $0.15 per Unit, to raise aggregate gross proceeds of up to $750,000. Each Unit will be comprised of one common share (each, a " Share ") and one share purchase warrant (each, a " Warrant "). Each Warrant will entitle the holder to acquire one additional common share (each, a " Warrant Share ") in the capital of the Company at an exercise price of $0.20 per Warrant Share for a period of thirty-six (36) months after the closing of the Offering.
The Units will be offered pursuant to available prospectus exemptions set out under applicable securities laws and instruments, including National Instrument 45-106 – Prospectus Exemptions. The Offering will also be made available to existing shareholders of the Company who, as of the close of business on September 24, 2024, held common shares (and who continue to hold such common shares as of the closing date), pursuant to the existing shareholder exemption set out in BC Instrument 45-534 Exemption From Prospectus Requirement for Certain Trades to Existing Security Holders (the " Existing Securityholder Exemption ") . The Existing Securityholder Exemption limits a shareholder to a maximum investment of CAD$15,000 in a 12-month period unless the shareholder has obtained advice regarding the suitability of the investment and, if the shareholder is resident in a jurisdiction of Canada, that advice has been obtained from a person that is registered as an investment dealer in the jurisdiction. If the Company receives subscriptions from investors relying on the Existing Shareholder Exemption which exceeds the maximum amount of the Offering, the Company intends to adjust the subscriptions received on a pro-rata basis.
Certain Insiders (as such term is defined under the policies of the TSX Venture Exchange (the " Exchange ")) of the Company may participate in the Offering. Any participation of Insiders in the Offering will constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (" MI 61-101 "). The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under subsections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the Offering by Insiders will not exceed 25% of the fair market value of the Company's market capitalization.
The Offering may close in one or more tranches, as subscriptions are received. The Securities will be subject to a hold period of four months and one day from the date of issuance. Closing of the Offering, which is expected to occur on or about October 4, 2024, will be subject to satisfaction of certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals, including approval by the Exchange.
The Company intends to use the net proceeds from the Offering to prepare and commence operation of the gravimetric processing mill that was constructed on the Vila Nova gold project located in the state of Amapa, Brazil, and for general working capital purposes.
For further information, please contact:
Robert Klenk
Chief Executive Officer
rob@jazzresources.ca
Forward-Looking Statements
This news release contains forward-looking statements, which includes any information about activities, events or developments that the Company believes, expects or anticipates will or may occur in the future. Forward-looking statements in this news release include statements with respect to the details of the Offering, including the anticipated use of the net proceeds. Forward-looking information reflects the expectations or beliefs of management of the Company based on information currently available to it. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. These factors include, but are not limited to: risks associated with the business of the Company; business and economic conditions in the mineral exploration industry generally; the supply and demand for labour and other project inputs; changes in commodity prices; changes in interest and currency exchange rates; risks related to inaccurate geological and engineering assumptions; risks relating to unanticipated operational difficulties (including failure of equipment or processes to operate in accordance with the specifications or expectations, unavailability of materials and equipment, government action or delays in the receipt of government approvals, industrial disturbances or other job action and unanticipated events related to health, safety and environmental matters); risks related to adverse weather conditions; geopolitical risk and social unrest; changes in general economic conditions or conditions in the financial markets; and other risk factors as detailed from time to time in the Company's continuous disclosure documents filed with the Canadian securities regulators. The forward-looking information contained in this press release is expressly qualified in its entirety by this cautionary statement. The Company does not undertake to update any forward-looking information, except as required by applicable securities laws.
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
None of the securities of JZR have been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities law, and may not be offered or sold in the United States or to, or for the account or benefit of, persons in the United States or "U.S. persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent registration or an exemption from such registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy in the United States nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
Copyright (c) 2024 TheNewswire - All rights reserved.
News Provided by TheNewsWire via QuoteMedia
JZR Gold Announces Closing Of Non-Brokered Private Placement Offering Of Convertible Debentures
(TheNewswire)
| |||||||||
| | | |||||||
Vancouver, British Columbia, Canada September 10, 2024 TheNewswire JZR Gold Inc. (the " Company " or " JZR ") ( TSX-V: JZR ) is pleased to announce that further to news releases dated June 21, 2024, July 22, 2024, and August 16, 2024, that it has closed the second and final tranche of the previously announced non-brokered private placement offering (the " Offering ") of unsecured convertible debentures (the " Debentures "). The Company requested and received acceptance from the TSX Venture Exchange (the " Exchange ") to increase the Offering to up to CAD$2 million. The principal sum of Debentures issued in the second tranche totals $480,000, for total gross proceeds from the Offering of $1,980,000.
The Debentures will mature on the date that is one (1) year from the date of issuance (the " Maturity Date ") and shall bear simple interest at a rate of 10% per annum, payable on the Maturity Date. The principal sum of the Debentures, or any portion thereof, and any interest may be converted into units (the " Units ") of the Company at a conversion price of $0.20 per Unit. Each Unit shall be comprised of one common share (a " Conversion Share ") and one share purchase warrant (a " Warrant "). Each Warrant shall entitle the holder to acquire one additional common share (a " Warrant Share ") in the capital of the Company at a price of $0.25 per share for a period of twenty-four (24) months from the date that the Warrants are issued.
The Debentures, Units, Conversion Shares, Warrants and Warrant Shars are collectively referred to herein as the " Securities ". In connection with the second tranche of the Offering, the Company paid cash finder's fees of $14,700 and issued 73,500 non-transferable broker warrants being 6% of the gross proceeds raised from persons introduced by the finder. The broker warrants have an exercise price of $0.20 with an expiry date of three (3) years from the date of issuance. Other than the exercise price and expiry date, the Finders' Warrants shall otherwise be on the same terms as the Warrants.
All Debentures issued pursuant to the Offering, including any securities into which they may be exercised or converted, are subject to a statutory hold period of four months and one day from the date of issuance thereof. The Offering is subject to final acceptance by the Exchange.
The Company intends to use the net proceeds of the Offering to: (i) fund operations of the fully constructed 800 tonne-per-day gravimetric mill, as well as future exploration work on the Vila Nova Gold project located in Amapa State, Brazil (the " Vila Nova Project "), (ii) to pay certain liabilities owed to arm's length parties and (iii) for general working capital purposes. The Company may fund operations on the Vila Nova Gold project by advancing fu nds, by way of one or more loans, to ECO Mining Oil & Gaz Drilling and Exploration (EIRELI) (" ECO "), as operator of the Vila Nova Project. The Company possesses a 50% net profit interest from all net profit generated from the Vila Nova Project.
For further information, please contact:
Robert Klenk
Chief Executive Officer
E: rob@jazzresources.ca
T: 604.329.9092
Forward-Looking Statements
This news release contains forward-looking statements, which includes any information about activities, events or developments that the Company believes, expects or anticipates will or may occur in the future. Forward-looking statements in this news release include statements with respect to respect to the details of the Offering, including the proposed size, timing and the anticipated use of net proceeds, the receipt of regulatory approval for the Offering, the potential loan of funds to ECO and the expected operation of the gravimetric mill on the Vila Nova property. Forward-looking information reflects the expectations or beliefs of management of the Company based on information currently available to it. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. These factors include, but are not limited to: risks associated with the business of the Company; business and economic conditions in the mineral exploration industry generally; the supply and demand for labour and other project inputs; changes in commodity prices; changes in interest and currency exchange rates; risks related to inaccurate geological and engineering assumptions; risks relating to unanticipated operational difficulties (including failure of equipment or processes to operate in accordance with the specifications or expectations, unavailability of materials and equipment, government action or delays in the receipt of government approvals, industrial disturbances or other job action and unanticipated events related to health, safety and environmental matters); risks related to adverse weather conditions; geopolitical risk and social unrest; changes in general economic conditions or conditions in the financial markets; and other risk factors as detailed from time to time in the Company's continuous disclosure documents filed with the Canadian securities regulators. The forward-looking information contained in this press release is expressly qualified in its entirety by this cautionary statement. The Company does not undertake to update any forward-looking information, except as required by applicable securities laws.
Neither the TSX Venture Exchange nor its regulation services provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
None of the securities of JZR have been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities law, and may not be offered or sold in the United States or to, or for the account or benefit of, persons in the United States or "U.S. persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent registration or an exemption from such registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy in the United States nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.
Copyright (c) 2024 TheNewswire - All rights reserved.
News Provided by TheNewsWire via QuoteMedia
VIDEO - CEO Clips - Yukon Metals: Advancing High-Grade Gold, Silver and Copper Exploration
Yukon Metals (CSE: YMC) (OTCQB: YMMCF Advancing high-grade gold, silver and copper exploration in the Yukon, Yukon Metals is building on a rich history of prospecting expertise to unlock significant high-grade mineral potential.. With excellent infrastructure access and a commitment to aggressive drilling, the company is focused on advancing its portfolio in one of Canada's most prospective mining jurisdictions.
Yukon Metals (CSE: YMC) (OTCQB: YMMCF)
About BTV - Business Television:
For over 25 years, BTV has been a capital markets focused TV production and Digital Marketing Agency. BTV helps companies increase their brand awareness to a national retail and institutional investor audience, combining unique content creation and major distribution services on top tier networks including Bloomberg, CNBC, FOX Business News and financial sites. The BTV suite of strategic products include: BTV- Business Television Show, CEO Clips™, TV Branding Ads, Digital, Lead Gen, Social and Direct Email Marketing Campaigns that reach investors where they research and live on-air and online.
Discover Investment Opportunities!
About CEO Clips:
CEO Clips – are short company video profiles broadcast to a large audience of investors on TV and 15+ financial sites including Reuters, Yahoo!Finance, and Wall Street Journal.
Contact: Trina Schlingmann (604) 664-7401 x 5 trina@b-tv.com
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/246369
News Provided by Newsfile via QuoteMedia
JZR Gold Investor Kit
- Corporate info
- Insights
- Growth strategies
- Upcoming projects