| June 21, 2022
Zacapa Resources Ltd. (TSXV: ZACA, OTCQB: ZACAF, DE: BH0) has closed the first tranche of a non-brokered private placement previously announced on June 7, 2022 (the “Offering”) and has issued 3,162,678 units (the “Units”) at a price of C$0.45 per Unit for gross proceeds of approximately C$1.4 million. Each Unit is comprised of one common share (each, a “Unit Share”) and one half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one common share (each, a “Warrant Share”) at a price of C$0.68 for a period of 24 months following the closing date of the Offering.
Crescat Capital LLC (“Crescat”), a strategic investor, has participated in the Offering and has acquired 2,222,222 Units (the “Crescat Investment”). Crescat has an option to participate in future financings to maintain its interest in Zacapa as long as Crescat holds greater than five percent of the issued and outstanding common shares of Zacapa.
The net proceeds from the sale of Units will be used for exploration and drilling of Zacapa’s projects, including the South Bullfrog gold project in Nevada, and for working capital and general corporate purposes. Finder’s fees of 690 Units and $2,970 are payable to Canaccord Genuity Corp. in accordance with the policies of the TSX Venture Exchange.
Zacapa may close one or more additional closing of this same Offering for additional proceeds. A subsequent press release will be issued if any such closing occurs.
The closing of the Offering is subject to final acceptance of the TSX Venture Exchange. The Unit Shares, Warrant Shares and any common shares that are issuable from any finder’s Units will be subject to a hold period of four months and one day in accordance with applicable securities laws.
None of the securities sold in connection with the Offering 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 States 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. |