Gamma Resources Announces Closing of First Tranche of Private Placement
VANCOUVER - Gamma Resources Ltd. (TSX-V: GAMA; OTCPK: MLLOF; Frankfurt: MRDN) ("GAMMA" or the "Company") is pleased to announce that it has closed the first tranche (the "First Tranche") of its previously announced private placement for gross proceeds of $651,060. The Private Placement will consist of up to 8,333,334 units (each a "Unit") at a purchase price of $0.12 per Unit for gross proceeds of up to $1,000,000. Each Unit will consist of one common share in the capital of the Company (a "Common Share") and one non-transferable Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to acquire one additional Common Share at an exercise price of $0.18 for a period of 36 months following the closing of the Private Placement (the "Closing Date"). The Company anticipates closing a second tranche of the Private Placement shortly. The completion of the first tranche, and the subsequent second tranche, of the Private Placement is subject to the acceptance of the TSX Venture Exchange.
In connection with the closing of the first tranche, the Company issued 5,425,500 Units at a price of $0.12 per Unit. Each unit is comprised of one Common Share and one Warrant. Each Warrant entitles the holder thereof to purchase one Common Share until September 5, 2028, at an exercise price of $0.18 per warrant share. Finders' fees of $13,650 in cash and 113,750 Finders Warrants are to be paid. The Finders Warrants are non-transferable, have an exercise price of $0.12 and may be exercised for a period of 24 months from the close of the private placement.
Directors of the Company have participated in the first tranche for an aggregate of 417,000 shares. Such participation in the first tranche is considered to be a related party transaction as defined in Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The offering will be exempt from the formal valuation and minority shareholder approval requirements of 61-101 as neither the fair market value of the securities issued to related parties nor the consideration for such securities will exceed 25 per cent of the Company's market capitalization.
All securities issued in connection with the Private Placement will be subject to a four-month hold period from the Closing Date, pursuant to applicable securities laws and the policies of the TSX Venture Exchange. The securities issued in connection with the Private Placement have not been nor will they be registered under the United States Securities Act of 1933, as amended, or state securities laws, and may not be offered or sold in the United States or to an account for the benefit of US persons, absent such registration or an exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, sale, or solicitation would be unlawful.
About GAMMA RESOURCES LTD.
Gamma Resources Ltd. is a U.S.-focused uranium exploration and development Company advancing high-quality assets in the Mountain West region. The Company's portfolio includes the Green River Project in Utah, comprising 1,100 acres near prominent regional producers and the Mesa Arc Project in New Mexico, a strategic land position now totaling 4,520 acres that includes historic uranium resources in the Chama Basin. Management believes the Company is uniquely positioned to benefit from the unprecedented policy and market tailwinds reshaping the U.S. nuclear landscape, and help meet this demand with responsibly sourced, U.S.-based uranium supply.
Gamma trades on the Toronto Venture Exchange (TSX-V: GAMA), OTC (OTCPK: MLLOF) and Frankfurt (FRA: MRDN).
For Further Information
Mr. Gabriel Alonso-Mendoza, President and CEO
Email: gabriel@gammaresourcesltd.com
Tel: (833) 854-6826
Website: www.gammaresourcesltd.com
Forward-looking Statements
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 RELEASE. STATEMENTS IN THIS NEWS RELEASE, OTHER THAN PURELY HISTORICAL INFORMATION, INCLUDING STATEMENTS RELATING TO THE COMPANY'S FUTURE PLANS AND OBJECTIVES OR EXPECTED RESULTS, MAY INCLUDE FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS ARE BASED ON NUMEROUS ASSUMPTIONS AND ARE SUBJECT TO ALL OF THE RISKS AND UNCERTAINTIES INHERENT IN RESOURCE EXPLORATION AND DEVELOPMENT. AS A RESULT, ACTUAL RESULTS MAY VARY MATERIALLY FROM THOSE DESCRIBED IN THE FORWARD- LOOKING STATEMENTS.
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