Zodiac Gold Inc. (TSXV: ZAU) (‘Zodiac Gold’ or the ‘Company’), a West-African gold exploration company, announces that it has terminated the exclusivity agreement previously entered into with Mable and Fable Limited (‘MFL’) on September 26, 2024, due to MFL’s failure to satisfy their funding obligations under the agreement.

By terminating the exclusivity agreement, the Company is now free to pursue multiple strategic opportunities (including partnerships, joint ventures and financings) that have emerged since the announcement of its recent iron ore discovery. Following that announcement, Zodiac Gold has received substantial interest from multiple parties regarding these high-potential assets. The Company intends to evaluate these opportunities with a view towards identifying how to best leverage its iron ore assets in one or more transactions that will maximize shareholder value. In parallel, Zodiac Gold intends to continue to build on the exploration success of its recently completed Alasala and Arthington drilling programs at its Todi Project.

David Kol, President & CEO of Zodiac Gold, commented: ‘The decision to terminate the agreement was not taken lightly, but it is imperative that we remain agile and open to evaluating all potential opportunities. The newly discovered iron ore potential of our properties combined with the very encouraging results of our recent drilling campaigns at multiple gold deposit targets provide Zodiac Gold with multiple avenues to build significant value for our shareholders. The level of interest in our assets underscores their quality and strategic importance, and we are committed to ensuring that the next steps we take are aligned with long-term growth.’

Given the termination of the MFL exclusivity agreement, the Company will not have access to the funding that MFL had originally agreed to provide in exchange for the exclusivity arrangements. As a result, in addition to pursuing the various inquiries it has received from third parties regarding potential strategic transactions, Zodiac Gold is pleased to announce that it intends to complete an offering of units of the Company (the ‘Units‘), on a non-brokered private placement basis, for aggregate proceeds of up to C$500,000 (the ‘Offering‘). The Offering is being led by existing shareholders.

Offering Terms

Pursuant to the Offering, the Company intends to issue up to 5,000,000 Units at a price of C$0.10 per Unit (the ‘Issue Price‘). Each Unit will consist of one common share of the Company (a ‘Common Share‘) and one Common Share purchase warrant (a ‘Warrant‘). Each Warrant will entitle the holder to purchase one Common Share (a ‘Warrant Share‘) at an exercise price of C$0.15 per Warrant Share for a period of 24 months following the closing of the Offering.

The Company intends to use the proceeds from the Offering to fund continued exploration at its flagship Todi Gold Project, Bomi South, and Bong West licences in the Republic of Liberia, West Africa and for working capital purposes.‎

Closing of the Offering is anticipated to occur in late November or early December and may occur in tranches. Closing is subject to the receipt of all necessary approvals from the TSXV.

Finders

Subject to the approval of the TSX Venture Exchange (the ‘TSXV’), the Company may pay finders’ fees to certain eligible finders of up to 7% in cash of the gross proceeds raised in the Offering from subscribers introduced to the Company by such finders and up to 7% in finders warrants (the ‘Finder Warrants‘) of the aggregate number of Units placed by such finders. Each Finder Warrant will entitle the holder thereof to purchase one Common Share at the Issue Price and will be exercisable for a period of 24 months from the closing of the Offering.

Hold Period

The securities issued pursuant to the Offering shall be subject to a four-month plus one day hold period commencing on the day of the closing of the Offering under applicable Canadian securities laws.

Insider Participation

Certain directors of the Company are expected to acquire Units under the Offering. Such participation will be considered to be a ‘related party transaction’ as defined under the policies of the TSXV and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (‘MI 61-101’). The Company anticipates relying on exemptions from the minority shareholder approval and formal valuation requirements applicable to the related-party transactions under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as neither the fair market value of the Units to be acquired by the participating directors nor the consideration to be paid by such directors is anticipated to exceed 25 percent of the Company’s market capitalization.

About Zodiac Gold

Zodiac Gold Inc. (TSXV: ZAU) is a West-African gold exploration company focused on its flagship Todi Project situated in Liberia-an underexplored, politically stable, mining friendly jurisdiction hosting several large-scale gold deposits. Strategically positioned along the fertile Todi Shear Zone, Zodiac Gold is developing a district-scale gold opportunity covering a vast 2,316 km2 land package. The Todi project has undergone de-risking, showcasing proven gold occurrences at both surface and depth, with five drill-ready targets and high-grade gold intercepts

For further information, please visit the Zodiac Gold website at www.zodiac-gold.com or contact:

Neither 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.

Forward-Looking Information

This news release includes certain ‘forward-looking statements’ within the meaning of Canadian securities legislation.

Forward-looking statements include predictions, projections, and forecasts and are often, but not always, identified by the use of words such as ‘seek’, ‘anticipate’, ‘believe’, ‘plan’, ‘estimate’, ‘forecast’, ‘expect’, ‘potential’, ‘project’, ‘target’, ‘schedule’, ‘budget’ and ‘intend’ and statements that an event or result ‘may’, ‘will’, ‘should’, ‘could’ or ‘might’ occur or be achieved and other similar expressions and includes the negatives thereof. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the Company’s planned exploration programs and drill programs and potential significance of results are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are based on a number of material factors and assumptions. Important factors that could cause actual results to differ materially from Company’s expectations include actual exploration results, changes in project parameters as plans continue to be refined, results of future resource estimates, future metal prices, availability of capital, and financing on acceptable terms, general economic, market or business conditions, uninsured risks, regulatory changes, defects in title, availability of personnel, materials, and equipment on a timely basis, accidents or equipment breakdowns, delays in receiving government approvals, unanticipated environmental impacts on operations and costs to remedy same, and other exploration or other risks detailed herein and from time to time in the filings made by the Company with securities regulators. Although the Company has attempted to identify important factors that could cause actual actions, events, or results to differ from those described in forward-looking statements, there may be other factors that cause such actions, events, or results to differ materially from those anticipated. There can be no assurance that forward-looking statements will prove to be accurate, and accordingly readers are cautioned not to place undue reliance on forward-looking statements.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/230648

World Copper Ltd. (TSXV: WCU) (OTCQB: WCUFF) (FSE: 7LY0) (‘World Copper ‘ or the ‘Company’) announces that the Company has initiated a strategic review process and has engaged Origin Merchant Partners (the ‘Advisor’) to assist it in its review. The Advisor will work with World Copper’s management and Board to evaluate a range of strategic alternatives that may be available to the Company to grow and maximize value for all shareholders (the ‘Engagement’). There can be no assurance that this process will result in any specific strategic plan or financial transaction and no timetable has been set for its completion. The Company does not plan to provide updates on the status of the review unless there are material developments to report.

Gord Neal, World Copper CEO, said: ‘This strategic process has derived from numerous interested corporate entities that have approached World Copper over the past few weeks. Adverse market sentiment has seen junior resource companies with excellent economic assets become extremely undervalued. This process creates an opportunity for larger resource players to seek transactions that can benefit all shareholders’.

ABOUT World Copper Ltd.

World Copper Ltd., headquartered in Vancouver, BC, is a Canadian resource company focused on the exploration and development of its copper porphyry projects: Zonia in Arizona and Escalones in Chile. Both projects have estimated resources with significant soluble copper mineralization, and they boast exciting potential to expand the resource base. The Company is dedicated to sustainable practices and leveraging technology to develop safe and productive mining operations in stable, mining-friendly jurisdictions.

Detailed information is available at World Copper’s website at https://worldcopperltd.com, and for general Company updates you may follow us on our social media pages via Facebook, Twitter & LinkedIn.

On Behalf of the Board of Directors of

World Copper Ltd.

‘Gordon Neal’

Gordon Neal
President & Chief Executive Officer

Follow us:

Twitter: https://twitter.com/WorldCopperLtd
Facebook: https://www.facebook.com/WorldCopperLtd
LinkedIn: https://www.linkedin.com/company/worldcopperltd

Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information (collectively, ‘forward looking statements’) within the meaning of applicable Canadian and U.S. securities legislation. All statements, other than statements of historical fact, included herein including, without limitation, the possible strategic alternatives that may be considered by the Company, are forward-looking statements. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: ‘believes’, ‘expects’, ‘anticipates’, ‘intends’, ‘estimates’, ‘plans’, ‘may’, ‘should’, ‘would’, ‘will’, ‘potential’, ‘scheduled’ or variations of such words and phrases and similar expressions, which, by their nature, refer to future events or results that may, could, would, might or will occur or be taken or achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking information. Such risks and other factors include, among others, requirements for additional capital, actual results of exploration activities, including on the Company’s projects, the estimation or realization of mineral reserves and mineral resources, future prices of copper, changes in general economic conditions, changes in the financial markets and in the demand and market price for commodities, lack of investor interest in future financings, accidents, labour disputes and other risks of the mining industry, delays in obtaining governmental approvals (including TSX Venture Exchange acceptance), permits or financing or in the completion of development or construction activities, risks relating to epidemics or pandemics, including impacts on the Company’s business, financial condition and results of operations, changes in laws, regulations and policies affecting mining operations, title disputes, the timing and possible outcome of any pending litigation, environmental issues and liabilities, as well as the risk factors described in the Company’s annual and quarterly management’s discussion and analysis and in other filings made by the Company with Canadian securities regulatory authorities under the Company’s profile at www.sedarplus.ca.

Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not undertake any obligation to update any of the forward-looking statements in this news release or incorporated by reference herein, except as otherwise required by law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/230640

First Helium Inc. (‘First Helium’ or the ‘Company’) (TSXV: HELI) (OTCQB: FHELF) (FRA: 2MC) today announced that it is reviewing its extensive drilling inventory for follow up operations to its planned Leduc anomaly drill (‘7-15’) targeting light oil. This program may include drilling its proven undeveloped 1, 3 location (‘7-30’), a follow up well on the Leduc anomaly, or another one of 12 primary Leduc prospects identified on its proprietary 3D seismic at Worsley. Other operations include completion and testing of the existing 5-27 horizontal well, along with the re-entry and completion of an existing vertical well bore at east Worsley, both targeting helium-enriched natural gas in the Blue Ridge formation to establish a regional, repeatable play.

‘With preparations underway to begin drilling the Leduc anomaly targeting light oil, we are prioritizing operations. The program focuses on opportunities to establish immediate cash flow while setting the stage for accelerated development of oil and helium-enriched natural gas at Worsley, executed alone or with larger partners,’ said Ed Bereznicki, President & CEO of First Helium.

‘De-risking the Leduc and Blue Ridge plays through select operations will help unlock significant potential value through follow up development drilling on the Company’s expansive 100% owned land base,’ added Mr. Bereznicki.

All drill targets to be tested in the anticipated program:

• Have the potential to encounter multiple productive horizons (pay zones) which can include natural gas with associated helium, natural gas liquids (‘NGL’s’) and light oil;
• Are located on trend and adjacent to past producing helium-enriched natural gas pools and light oil wells (See Figure 1); and
• Can garner premium pricing, with netbacks ranging from 2 – 4 times the netbacks of conventional natural gas, when enriched with helium.

Worsley Area Opportunity

The Company’s Worsley Property encompasses more than 53,000 acres of 100% owned land along a trend of sizeable, past producing helium enriched natural gas pools (See Figure 1). This includes the 15-25 helium discovery well, with an independently evaluated resource of 323 million cubic feet of helium ^1,2 , along with numerous multi-zone targets for helium, oil, NGL’s and natural gas. The complex, faulted geology of the prolific Peace River Arch is an ideal environment for the presence of high deliverability, helium rich gas reservoirs. Management estimates that past producing Leduc natural gas pools, located west of its 15-25 discovery, have produced over 1 billion cubic feet of associated helium that was not captured for use.

Figure 1:
Worsley Project Inventory

Leduc Formation Targets

First Helium has identified twelve primary vertical drilling targets in the Leduc Formation based on its recent 3D seismic interpretation of new, proprietary data. In addition to 5 potential drill locations on the large, recently identified Leduc anomaly, these targets also include one drilling location (7-30) which was assigned ‘proved plus probable undeveloped’ oil reserves of 196,700 barrels ^{1, 3} by Sproule, its independent evaluator.

Blue Ridge Horizontal Targets

Successful completion and testing of the existing 5-27 horizontal well in the Blue Ridge Formation at West Worsley will begin to establish a regional, repeatable natural gas play with associated helium content of 0.8% to 1.0%, which will serve to enrich netback economics. Production-ready helium will enable the Company to increase the size of its helium gas processing requirements and secure helium facility financing on potentially more favorable terms. At West Worsley, initial mapping has identified an additional 14 primary horizontal drill locations and numerous follow up locations, all on 100% owned land. Additionally, the Company plans to re-enter, complete and test a second, existing 100% owned, vertical well bore along the trend which would significantly expand this regional play.

Together, the vertical Leduc play, along with the Blue Ridge play combine to provide tremendous opportunity for scalability and future growth, all located on existing (100 per-cent) Company held lands. Given the large potential opportunity of the Worsley project, the Company will continue to explore potential partnerships to accelerate the development of its rich asset base.

Notes:

(1)   Prepared by Sproule Associates Limited (‘Sproule’), independent qualified reserves evaluator, in accordance with COGE Handbook.

(2)   Contingent Resource Unrisked ‘Best Estimate’, prepared by Sproule. ‘Contingent Resources’ are not, and should not be confused with, oil and gas, or helium reserves. There is uncertainty that it will be commercially viable to produce any portion of the resources.   Further information regarding Contingent Resources can be found in First Helium’s Final Prospectus, dated June 28, 2021, filed on First Helium’s SEDAR+ profile at www.sedarplus.ca .

(3)   Gross Proved plus Probable Undeveloped reserves, per Sproule, Evaluation of the P&NG Reserves of First Helium Inc. in the Beaton Area of Alberta (as of March 31, 2023).   See First Helium’s SEDAR+ profile at www.sedarplus.ca .

ABOUT First Helium

Led by a core Senior Executive Team with diverse and extensive backgrounds in Oil & Gas Exploration and Operations, Mining, Finance, and Capital Markets, First Helium seeks to be one of the leading independent providers of helium gas in North America.

First Helium holds over 53,000 acres along the highly prospective Worsley Trend in Northern Alberta which has been the core of its exploration and development drilling activities to date.

Building on its successful 15-25 helium discovery well at the Worsley project, the Company has identified numerous follow-up drill locations and acquired an expansive infrastructure system to facilitate future exploration and development across its Worsley land base. Cash flow from its successful oil wells at Worsley has helped support First Helium’s ongoing exploration and development growth strategy. Further potential oil drilling locations have also been identified on the Company’s Worsley land base.

For more information about the Company, please visit www.firsthelium.com .

ON BEHALF OF THE BOARD OF DIRECTORS

Edward J. Bereznicki
President, CEO and Director

CONTACT INFORMATION

First Helium Inc.
Investor Relations
Email: ir@firsthelium.com
Phone: 1-833-HELIUM1 (1-833-435-4861)

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

FORWARD LOOKING STATEMENTS

This press release contains forward looking statements within the meaning of applicable securities laws. The use of any of the words ‘anticipate’, ‘plan’, ‘continue’, ‘expect’, ‘estimate’, ‘objective’, ‘may’, ‘will’, ‘project’, ‘should’, ‘predict’, ‘potential’ and similar expressions are intended to identify forward looking statements. In particular, this press release contains forward looking statements concerning the completion of future planned activities. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company cannot give any assurance that they will prove correct. Since forward looking statements address future events and conditions, they involve inherent assumptions, risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of assumptions, factors and risks. These assumptions and risks include, but are not limited to, assumptions and risks associated with the state of the equity financing markets and regulatory approval.

Management has provided the above summary of risks and assumptions related to forward looking statements in this press release in order to provide readers with a more comprehensive perspective on the Company’s future operations. The Company’s actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits the Company will derive from them. These forward-looking statements are made as of the date of this press release, and, other than as required by applicable securities laws, the Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise.

SOURCE: First Helium Inc.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/19ebf142-5b4c-4916-8a54-c86d7c6c9ce5