Alma Gold Closes First Tranche of Private Placement
July 04, 2025 4:36 PM EDT | Source: Alma Gold Inc.
Vancouver, British Columbia--(Newsfile Corp. - July 4, 2025) - Alma Gold Inc. (CSE: ALMA) ("Alma Gold" or the "Company") announces that further to its April 25, 2025, June 9, 2025 and July 2, 2025 news releases, it has closed the first tranche of a non-brokered private placement and issued 10,692,875 units ("Units") at a price of $0.08 per Unit for gross proceeds to the Company of $855,430 (the "Private Placement"). Each Unit is comprised of one common share (each a "Share") and one transferable common share purchase warrant (each a "Warrant"). Each Warrant will entitle the holder thereof to acquire one additional Share at a price of $0.16 for a period of two (2) years from issuance.
Proceeds received from the Private Placement will be used for general working capital purposes.
No finder's fees were paid on the Private Placement. All securities issued are subject to a statutory hold period of four months and one day from issuance which will expire on November 4, 2025. The Company anticipates closing a second and final tranche of the Private Placement.
Insider Participation: One insider participated in the Private Placement and subscribed for a total of 1,458,375 Units. The participation by such insider 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 exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the placement 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 involved the related parties, exceeded 25% of the Company's market capitalization (as determined under MI 61-101).
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Alma Gold Inc.
Alma Gold Inc. is a gold-focused exploration company based in Bedford, Nova Scotia. Alma Gold Inc. through its subsidiary Karita Gold Corp. is exploring the Karita West Project in northern Guinea, the Dialakoro project permits under application in the Siguiri Basin of Guinea and it owns the Clarence Stream North Gold Project in southwest New Brunswick, Canada.
For more information on Alma Gold Inc., please visit our website at: https://almagoldinc.ca.
On Behalf of the Board of Directors
"Gregory Isenor"
The CSE has neither approved nor disapproved the contents of this news release. Neither the CSE nor its Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Information
This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements regarding the Company's intention to complete a second tranche of the non-brokered private placement; the anticipated use of proceeds; the issuance and terms of the common shares and warrants; and the Company's exploration plans and objectives.
Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from those expressed or implied by such forward-looking information. These risks and uncertainties include, without limitation: the risk that the Private Placement may not be completed as currently proposed or at all; the availability of capital and investor interest; regulatory and stock exchange approvals not being obtained in a timely manner, or at all; changes in economic, market and business conditions, including fluctuations in commodity prices and investor sentiment; unanticipated expenses or liabilities; and risks disclosed in the Company's public disclosure documents, including those filed under the Company's profile on SEDAR+ at www.sedarplus.ca.
Forward-looking information is based on management's reasonable assumptions, estimates, expectations, analyses and opinions as of the date of this news release, including assumptions that: all required regulatory approvals will be received in a timely manner; sufficient investor interest will be secured; and the Company will be able to use the proceeds from the Private Placement as intended.
Although the Company believes that the expectations reflected in such forward-looking information are reasonable, there can be no assurance that such information will prove to be accurate. Readers should not place undue reliance on forward-looking information. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
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