Pelangio Exploration Completes Final Tranche of Private Placement for Aggregate Gross Proceeds of $720,000

Rhea-AI Summary

Pelangio Exploration Inc. has successfully closed the second and final tranche of a non-brokered private placement, raising $485,000 from the issuance of 16,166,667 units at $0.03 per Unit. This follows the first tranche that raised $235,000. Each Unit consists of one common share and one warrant, with warrants priced at $0.05 until December 16, 2025. The total gross proceeds from the private placement reached $720,000. Finder's fees include $21,180 in cash and 706,000 warrants.

Positive

• Raised $485,000 in the final tranche, contributing to total gross proceeds of $720,000.
• Each unit includes a warrant allowing purchase of common shares at $0.05 until December 16, 2025.

Negative

• None.

TORONTO, ON / ACCESSWIRE / December 16, 2022 / Pelangio Exploration Inc. (TSXV:PX)(OTC PINK:PGXPF) ("Pelangio" or the "Company") is pleased to announce that it has closed the second and final tranche (the "Final Tranche") of a non-brokered private placement announced on October 21, 2022 (the "Private Placement") and increased up to $720,000 on November 28, 2022. The first tranche raised gross proceeds of $235,000 from the issuance of 7,833,333 units (the "Units") at a price of $0.03 per Unit. This Final Tranche raised gross proceeds of $485,000 from the issuance of 16,166,667 Units at a price of $0.03 per Unit.

In connection with the Final Tranche, each Unit consisted 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 December 16, 2025.

The Company paid finder's fees to Raymond James Ltd., Zuri-Invest AG, and Echelon Wealth Partners Inc. totaling $21,180 in cash and 706,000 finder's warrants (the "Finder's Warrants"). Each Finder's Warrant entitles the holder to purchase one Common Share at a price of $0.05 until December 16, 2025. All finder's fees are subject to compliance with applicable securities legislation and TSX Venture Exchange policies. All securities issued in the Final Tranche are subject to statutory four month hold periods expiring on April 17, 2023. The Private Placement remains subject to obtaining final approval of the TSX Venture Exchange.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press 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 jurisdictions in which such offer, solicitation or sale would be unlawful. Any offering made will be pursuant to available prospectus exemptions and restricted to persons to whom the securities may be sold in accordance with the laws of such jurisdictions, and by persons permitted to sell the securities in accordance with the laws of such jurisdictions.

About Pelangio

Pelangio acquires and explores world-class land packages on strategic gold belts in Ghana, West Africa and Canada. In Ghana, the Company is exploring its two 100% owned, camp-sized properties: the 100 km² Manfo property, the site of seven near-surface gold discoveries, and the 284 km² Obuasi property, located four km on strike and adjacent to AngloGold Ashanti's prolific high-grade Obuasi Mine, as well as its Dankran property located adjacent to its Obuasi property. In Canada, the Company is currently focused in Ontario at its newly acquired gold, silver, zinc polymetallic Kenogaming project, located 63 km southwest of Timmins, its Dome West property, situated some 800 meters from the Dome Mine in Timmins; and at its Gowan polymetallic project, located 16 km east of the Kidd Creek Mine.

For additional information, please visit our website at www.pelangio.com, or contact:

Ingrid Hibbard, President and CEO
T: 905-336-3828 / TF: 1-877-746-1632 / E: info@pelangio.com

Forward Looking Statements

Certain statements herein may contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Forward-looking statements or information appear in a number of places and can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate" or "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements and information include statements regarding the Offering generally, the proceeds that may be raised in connection with the Offering, the proposed use of proceeds and the Company's exploration plans. With respect to forward-looking statements and information contained herein, we have made numerous assumptions, including assumptions about our ability to close additional tranches of the Offering in a timely manner, if at all, and the state of the equity markets. Such forward-looking statements and information are subject to risks, uncertainties and other factors which may cause the Company's actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Such risks include the ability of the Company to meet the conditions of closing, our ability to conduct our exploration programs as planned, changes in equity markets, share price volatility, volatility of global and local economic climate, gold price volatility, political developments in Ghana, increases in costs, exchange rate fluctuations, speculative nature of gold exploration and other risks involved in the gold exploration industry. See the Company's annual and quarterly financial statements and management's discussion and analysis for additional information on risks and uncertainties relating to the forward-looking statement and information. There can be no assurance that a forward-looking statement or information referenced herein will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements or information. Also, many of the factors are beyond the control of the Company. Accordingly, readers should not place undue reliance on forward-looking statements or information. We undertake no obligation to reissue or update any forward-looking statements or information except as required by law. All forward-looking statements and information herein are qualified by this cautionary statement.

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.

SOURCE: Pelangio Exploration Inc.

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FAQ

What are the details of Pelangio Exploration's private placement on December 16, 2022?

Pelangio Exploration closed its final tranche, raising $485,000 from 16,166,667 units at $0.03 each, totaling $720,000 from the entire placement.

What is the price and term of the warrants issued in Pelangio's private placement?

The warrants allow purchase of common shares at $0.05 until December 16, 2025.

What finder's fees did Pelangio pay for the private placement?

Pelangio paid finder's fees totaling $21,180 in cash and issued 706,000 finder's warrants.

What conditions apply to the securities issued in Pelangio's final tranche?

All securities are subject to a four-month hold period expiring on April 17, 2023, and are pending final approval from the TSX Venture Exchange.