Sonoro Gold closes $4.9-million private placement

Executive Summary

• Sonoro Gold Corp. has closed an oversubscribed, non-brokered private placement raising $4.9 million in gross proceeds.
• The company issued 24.5 million units at a price of 20 cents per unit, with insiders subscribing for 2.215 million units.
• Net proceeds will be used to finance the development of the Cerro Caliche gold project in Mexico and for general working capital.

Key Details

• Transaction Structure: Non-brokered private placement of 24.5 million units.
• Price: 20 cents per unit.
• Gross Proceeds: $4.9 million.
• Unit Composition: Each unit consists of one common share and one common share purchase warrant.
• Warrant Terms: Each warrant allows the purchase of one additional common share at an exercise price of 28 cents per share, exercisable for a period of three years from closing.
• Insider Participation: Insiders subscribed for 2,215,000 units, contributing $443,000 in gross proceeds. This is classified as a related party transaction.
• Regulatory Exemptions: The company relied on Section 5.5(a) and Section 5.7(1)(a) of MI 61-101 for exemptions from formal valuation and minority shareholder approval requirements, as the transaction value did not exceed 25% of market capitalization.
• Hold Period: All securities are subject to a four-month-plus-one-day hold period, ending May 1, 2026.
• Use of Proceeds: Financing the continuing development of the Cerro Caliche gold project (currently in the final permitting stage for an open-pit, heap-leach operation) and general working capital.
• Regulatory Status: Received conditional acceptance from the TSX Venture Exchange; subject to final acceptance.
• Fees: No finders' fees were paid.