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Entree Resources Ltd
Symbol ETG
Shares Issued 204,256,128
Close 2025-01-21 C$ 2.61
Market Cap C$ 533,108,494
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Entree Resources arranges $5.69-million financing

2025-01-21 19:20 ET - News Release

Mr. Stephen Scott reports

ENTREE RESOURCES ANNOUNCES NON-BROKERED PRIVATE PLACEMENT

Entree Resources Ltd. has arranged a non-brokered private placement of up to an aggregate 2,577,700 units of the company to two placees at a price of $2.21 per unit for gross proceeds of up to $5,696,717.

Each unit will consist of one common share and one-half of one non-transferable common share purchase warrant. Each warrant entitles the holder to purchase one additional common share of the company at a price of $3 per share for a period of two years following the date of issuance. No finders' fees will be payable in connection with the private placement.

The net proceeds from the private placement are expected to be used for general corporate purposes, including implementation of the partial final award made by the three-member international arbitration tribunal appointed in connection with the company's binding arbitration proceedings against its joint venture partner, Oyu Tolgoi LLC (OTLLC), and Turquoise Hill Resources Ltd. (see the company's news release dated Dec. 19, 2024, titled, "Entree Resources Wins Arbitration Decision"), and to support continuing commercial discussions with Oyu Tolgoi project stakeholders.

Stephen Scott, the company's president and chief executive officer, commented: "The company has made enormous strides forward in the past year and is closing in on achieving its stated business objectives. Raising this money now enables Entree to finish the current work and move on to the next chapter with momentum and a strong balance sheet."

Closing of the private placement is anticipated to occur in the first quarter of 2025 and is subject to receipt of all necessary regulatory approvals, including acceptance by the Toronto Stock Exchange. The securities issued in connection with the private placement will be subject to a hold period of four months plus one day from the date of issuance, in accordance with applicable securities laws.

Subject to receipt of all necessary regulatory approvals, Horizon Copper Corp., through its wholly owned subsidiary, 1363013 B.C. Ltd., an insider of the company, will acquire up to 625,202 units under the private placement to maintain its current proportionate interest in the company. Participation by Horizon in the private placement would constitute a related party transaction as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. However, such participation would be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 based on the fact that neither the fair market value of the units subscribed for by Horizon, nor the consideration paid by Horizon for the units, would exceed 25 per cent of the company's market capitalization.

About Entree Resources Ltd.

Entree Resources is a Canadian mining company with a unique carried joint venture interest on a significant portion of one of the world's largest copper-gold projects, the Oyu Tolgoi project in Mongolia. Entree has a 20-per-cent or 30-per-cent carried participating interest in the Entree/Oyu Tolgoi joint venture, depending on the depth of mineralization. Horizon Copper Corp. and Rio Tinto are major shareholders of Entree, beneficially holding approximately 24 per cent and 16 per cent of the shares of the company, respectively.

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