One Bullion Announces Renewal of All Prospecting Licenses in Botswana
Toronto, Ontario – June 18, 2025 – One Bullion Ltd. ("One Bullion" or the "Company") is pleased to announce the successful renewal of all six of its core prospecting licenses in Botswana. These renewals were granted by the Department of Mines under the Ministry of Minerals and Energy, reaffirming the Government of Botswana's continued support for responsible exploration and resource development.
The renewed licenses include:
PL006/2018
PL007/2018
PL008/2018
PL009/2018
PL012/2018
PL235/2016
These licenses comprise a significant portion of the Company's gold exploration holdings located within the highly prospective Tati Greenstone Belt and surrounding regions in northeastern Botswana. Each license has been renewed for an additional two-year term, now expiring in June 2027. This renewal enables One Bullion to proceed with its planned exploration programs, including detailed geological mapping, geochemical sampling, and follow-up drilling across multiple target areas.
Arno Brand, Chief Executive Officer of One Bullion, stated:
"We are very pleased with the Botswana government's continued support of our exploration efforts. The renewal of our licenses ensures that we can maintain momentum across our gold projects and further unlock the potential of the highly prospective Tati Greenstone Belt."
The license renewals support One Bullion's broader strategy of advancing its exploration pipeline while maintaining a strong commitment to environmental stewardship and community engagement across its operating regions.
About One Bullion Ltd.
One Bullion Ltd. is a Canadian mineral exploration company focused on gold exploration in Botswana. The Company is committed to the sustainable development of its assets through responsible exploration practices and engagement with local stakeholders.
For more information, please visit www.onebullion.com
Contact:
Investor Relations
One Bullion Ltd.
info@onebullion.com
Imperial Ginseng Provides Update on Transaction with One Bullion
PRESS RELEASE
Imperial Ginseng Provides Update on Transaction with One Bullion
VANCOUVER, BRITISH COLUMBIA, May 8, 2025 – Imperial Ginseng Products Ltd. (TSXV: IGP) (the “Company”), further to its April 8, 2025 news release, provides a further update with respect to its previously announced reverse takeover (a “RTO”) transaction with One Bullion Ltd. (“One Bullion”), a private arm’s length Ontario incorporated gold exploration company headquartered in Toronto, Ontario with projects located in Botswana, pursuant to the terms of a merger agreement dated September 11, 2024, as amended (the “Merger Agreement”), with One Bullion and 1000975360 Ontario Inc. (“NewCo”), a newly incorporated wholly-owned Ontario subsidiary of Company (the “Transaction”).
Transaction Update
The Company and One Bullion continue to conduct due diligence and work towards the closing of the Transaction. In connection with these efforts, the parties have entered into a second amendment agreement amending certain terms of the Merger Agreement. Amongst the amendments, the parties have agreed to extend the date by which the Transaction must close from June 30, 2025 to July 31, 2025 as well as to amend the terms of the previously announced concurrent financing (the “Concurrent Financing”) being conducted in conjunction with the Transaction.
Amended Concurrent Financing Terms
In connection with the Transaction, OBL intends to complete the Concurrent Financing; a brokered concurrent financing of a minimum of 6,666,666 and a maximum of 22,222,222 subscription receipts (each, a “Subscription Receipt”) at $0.45 per Subscription Receipt to raise minimum gross proceeds of $3,000,000 and maximum gross proceeds of $10,000,000, subject to increase by up to 25% pursuant to an over-allotment option. The Concurrent Financing will be effected pursuant to an agency agreement (the “Agency Agreement”) to be entered into with Arcstone Capital (a division of Gillford Capital Inc.), as lead agent, and a syndicate of agents (collectively, the “Agents”).
The gross proceeds of the Concurrent Financing, less the commission and expenses payable to the Agents pursuant to the Agency Agreement (the “Escrowed Funds”), shall be deposited into escrow with a mutually acceptable escrow agent. In the event that certain release conditions in connection with the Subscription Receipts (collectively, the “Release Conditions”) are satisfied on or prior to July 31, 2025: (i) the Subscription Receipts shall, without any further action on behalf of any holder thereof or consideration, convert into units (each, an “OBL Unit”) of OBL; and (ii) the Escrowed Funds shall be released from escrow to OBL. In the event that the Release Conditions are not satisfied on or prior to July 31, 2025, the purchase price paid for the Subscription Receipts shall be refunded to the subscribers in the Concurrent Financing without interest or deduction, the Subscription Receipts shall be canceled and no party shall have any further obligations in respect thereof.
Each OBL Unit issuable upon conversion of the Subscription Receipts shall consist of either: (i) in the event the Release Conditions are satisfied on or prior to June 15, 2025, one OBL Share and one share purchase warrant (each, an “OBL CF Warrant”); or (ii) in the event the Release Conditions are satisfied after June 15, 2025 and on or prior to July 31, 2025, one OBL Share and 1.25 OBL CF Warrants. Each whole OBL CF Warrant will entitle the holder thereof to acquire one OBL Share at an exercise price of $0.60 until the date which is 24 months following the closing of the Concurrent Financing, provided that in the event that the closing price of the OBL Shares (or the Imperial Post-Consolidation (as defined below) Shares following completion of the Transaction) is equal to or exceeds $1.00 per share for any 10 consecutive trading days on the TSX Venture Exchange (“TSXV”) (or such other recognized Canadian securities exchange), OBL (or the Resulting Issuer (as defined below) following completion of the Transaction) may accelerate the expiry date of the outstanding OBL CF Warrants by providing 30 days’ notice pursuant to the dissemination of a press release announcing such accelerated expiry date, and, in such case, the outstanding OBL CF Warrants will expire on the 30th day after the date of such notice (the “Acceleration Right”).
Pursuant to the Agency Agreement, OBL has agreed to issue to the Agents such number of broker warrants (each, an “OBL Broker Warrant”) as is equal to 8% of the number of Subscription Receipts sold in the Concurrent Financing (subject to reduction to 4% for Subscription Receipts sold to purchasers on the “president’s list”). Each OBL Broker Warrant shall be exercisable to acquire one OBL Share at $0.45 per share until the date which is 24 months following the closing of the Concurrent Financing, subject to the Acceleration Right.
Pursuant to the Merger Agreement, upon the closing of the Transaction, it is intended that the OBL Shares and OBL Warrants issued upon the due conversion of the Subscription Receipts will automatically be exchanged on a one-for-one basis into common shares and share purchase warrants of Imperial Ginseng, in each case, as constituted after giving effect to a consolidation of the outstanding common shares of Imperial Ginseng on a 0.333333:1 basis as contemplated by the Merger Agreement (the “Consolidation”).
General
The Transaction is subject to the approval of the TSXV and is intended to constitute the RTO of the Company by One Bullion as defined in TSXV Policy 5.2 – Change of Business and Reverse Takeovers (“Policy 5.2”). The combined company that will result from the completion of the Transaction (thereafter referred to as the “Resulting Issuer”) will be renamed “One Bullion Limited” or such other name as agreed to by One Bullion. Subject to TSXV approval, the common shares of the Resulting Issuer will trade on the TSXV under a new trading symbol to be determined by the parties and the Resulting Issuer will seek to be listed as a Tier 2 mining issuer. The Transaction is an Arm’s Length Transaction (as such term is defined in TSXV Policy 1.1 – Interpretation) and, in connection with the announcement of the Transaction, trading in the common shares of the Company has been halted and is expected to remain halted until the closing of the Transaction. For more information on the Transaction and the terms of the Merger Agreement, please see the Company’s news releases dated September 12, 2024 and April 8, 2025 filed under the Company’s profile on SEDAR+.
About One Bullion Ltd.
Established in 2018, One Bullion is a gold exploration company, headquartered in Toronto, Ontario, who owns three exploration projects covering an aggregate of 8,004 km² of land in the country of Botswana. One Bullion’s primary focus is to become a world-class mining and exploration enterprise, while making a conscientious effort to do what’s best for the environment, the local communities in Botswana, while, at the same time, ensuring a profitable future for its stakeholders.
Additional Information
All information contained in this news release with respect to the Company and One Bullion was supplied, for inclusion herein, by each respective party and each party and its directors and officers have relied on the other party for any information concerning such other party. Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable, disinterested shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this news release.
About Imperial Ginseng Products Ltd.
The Company is currently seeking new business opportunities and remains committed to providing investors with future value.
ON BEHALF OF THE BOARD OF DIRECTORS
“Stephen McCoach”
Chief Executive Officer and Director
For additional information, please contact Stephen McCoach at:
Imperial Ginseng Products Ltd.
Suite 702, 1030 West Georgia Street Vancouver, BC V6E 2Y3
Tel: (236) 479-0909; (778) 955-1298
Email: general@imperialginseng.com
Forward Looking Statements
Certain statements in this news release are forward-looking statements, which reflect the expectations of management regarding the Company’s completion of the Transaction, the Concurrent Financing and related transactions. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to, the Company completing the Transaction and all conditions to closing related thereto, the completion of the Concurrent Financing and the Consolidation, the name and business carried on by the Resulting Issuer, and all matters related to the foregoing include, but not limited to, the approval of the TSXV. Such statements are subject to assumptions, risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements, including risks related to factors beyond the control of the Company. The risks include the following: the requisite corporate and shareholders approvals of the directors and shareholders of the Company or One Bullion, as applicable, may not be obtained; One Bullion may be unable to close the Concurrent Financing, in full or in part, upon the terms and conditions contemplated or at all; the TSXV may not approve the Transaction or the Consolidation; that the parties may be unable to satisfy the Release Conditions or the closing conditions in accordance with the terms and conditions of the Merger Agreement; and other risks that are customary to transactions of this nature. The ongoing disputes in Ukraine and Palestine also continue to pose risks that are currently indescribable and immeasurable. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. The reader is cautioned not to place undue reliance of any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Neither the 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.
Imperial Ginseng enters into Merger Agreement to acquire One Bullion Ltd.
VANCOUVER, BRITISH COLUMBIA, Sept. 13, 2024 (GLOBE NEWSWIRE) -- Imperial Ginseng Products Ltd. (TSXV: IGP) (the “Company”) is pleased to announce that it has entered into a definitive merger agreement (the “Merger Agreement”) dated September 11, 2024, with One Bullion Ltd. (“One Bullion”), a private arm's length Ontario incorporated gold exploration company headquartered in Toronto, Ontario with projects located in Botswana, and a newly incorporated wholly-owned Ontario subsidiary of Company (“NewCo”). Pursuant to the Merger Agreement, the Company will acquire all the issued and outstanding common shares of One Bullion (the “Transaction”) and in connection with the Transaction, One Bullion intends to complete a concurrent financing to raise minimum gross proceeds of $3,000,000 and a maximum of $5,000,000 (the “Concurrent Financing”).
The Transaction is subject to the approval of the TSX Venture Exchange (the “TSXV”) and is intended to constitute a reverse takeover of the Company by One Bullion as defined in TSXV Policy 5.2 – Change of Business and Reverse Takeovers. The combined company that will result from the completion of the Transaction (thereafter referred to as the “Resulting Issuer”) will be renamed to a name as agreed to by One Bullion (the “Name Change”). Subject to TSXV approval, the common shares of the Resulting Issuer will trade on the TSXV under a new trading symbol to be determined by the parties and the Resulting Issuer will seek to be listed as a Tier 2 mining issuer.
The Transaction is an Arm’s Length Transaction (as such term is defined in TSXV Policy 1.1 – Interpretation) and, in connection with the announcement of the Transaction, trading in the common shares of the Company (the "Imperial Shares") has been halted and is expected to remain halted until the closing of the Transaction.
About One Bullion Ltd.
One Bullion is a gold exploration company headquartered in Toronto, Ontario and owns three exploration projects covering an aggregate of 8,004 km2 of land in the country of Botswana. One Bullion’s strategy is to become a world-class mining and exploration enterprise, while continuing to focus on supporting local communities, sustainability and delivering value for its shareholders.
The following sets forth selected historical financial information of One Bullion for the six month interim period ended June 30, 2024 (management prepared and unaudited):
Assets: $3,585,612
Liabilities: $1,072,869
Revenues: $Nil
Net profits (losses): $Nil
The Transaction
The Transaction is set to be effected by way of a three-cornered amalgamation, without court approval, under the provisions of the Business Corporations Act (Ontario), pursuant to which (i) the Company will consolidate the issued and outstanding Imperial Shares on the basis of 0.333333 of one "new" common share (each whole such "new" common share, a "Imperial Post-Consolidation Share") for every one "old" Imperial Share; (ii) NewCo and One Bullion will amalgamate (the “Amalgamation”) to form a new amalgamated entity which will continue as a wholly-owned subsidiary of the Company; and (iii) the former shareholders of One Bullion (collectively, the “One Bullion Shareholders”) (other than dissenting One Bullion Shareholders) shall receive one Imperial Post-Consolidation Share for each common share of One Bullion ("OBL Share") held (including all OBL Shares issued pursuant to the Concurrent Financing and upon the due conversion of certain convertible debentures of One Bullion).
Also at the time of closing of the Transaction (the “Closing”), pursuant to the terms of the Merger Agreement:
each share purchase warrant of One Bullion (each, an “OBL Warrant”) shall thereafter entitle the holder thereof to receive, upon exercise thereof, one Imperial Post-Consolidation Share in lieu of one OBL Share and otherwise on substantially the same terms and conditions; and
each option to purchase OBL Shares (each, an “OBL Option”) shall be cancelled and thereafter all holders of OBL Options shall receive, as consideration for their OBL Options, an equal number of replacement stock options of Imperial (each, a “Imperial Replacement Option”) governed by the a new equity incentive plan to be adopted by the Resulting Issuer at the time of Closing, each entitling the holder to acquire, upon exercise thereof, one Imperial Post-Consolidation Share in lieu of one OBL Share and otherwise on substantially the same terms and conditions as the OBL Options replaced.
The Concurrent Financing
In connection with the Transaction, One Bullion will undertake the Concurrent Financing consisting of a non-brokered private placement of units of One Bullion (each, a “OBL Unit”) at a price of $0.50 per OBL Unit to raise aggregate gross proceeds of a minimum of $3,000,000 and a maximum of $5,000,000. Each OBL Unit shall be comprised of one OBL Share and one OBL Warrant, with each OBL Warrant entitling the holder thereof to acquire one additional OBL Share at an exercise price of $0.80 for a period of two years. The size of the Concurrent Financing may be increased at the sole discretion of One Bullion.
About the One Bullion Properties
Vumba:
One Bullion's Vumba project has shown potential with multiple high-grade intercepts identified, supported by initial drilling which has only started to test the 16 kilometers of prospective target structures. Existing data indicates that mineralization is present throughout the area. While a historic estimate exists, it was deemed premature and is believed to under-represent the substantial upside potential of this project.
Kraaipan Gold:
One Bullion's Kraaipan Gold project is located in a region where notable quantities of gold have been identified in the past, highlighting its promising potential. The area is known for lode gold and PGE (platinum group elements) reef-style mineralization, yet it remains largely unexplored, with no historic drilling conducted within the property so far. Despite the lack of previous exploration, multiple high-potential targets have already been identified within this large land package, pointing to extensive work to be done and strong mineral potential throughout the large land package.
Maitengwe:
One Bullion's Maitengwe project is a large land package situated in a productive gold region of Botswana and Zimbabwe. This area includes several kilometers of untested greenstone belt and numerous structural and lithological contacts that have yet to be explored. Of particular interest is a 5-kilometer-long liniment identified through IP and modeling on the northern block, which is a high-priority drill target. These findings in the north of the property and the regional-scale geology may indicate that the completely untested southern portion of the block offers exploration upside.
Aruba/Molopo Farms:
One Bullion's Aruba/Molopo Farms project, as part of the One Bullion portfolio of projects, is a large land package that has been optioned to another company, meaning that the interest in the project is effectively carried, allowing for exploration without further capital investment. The land is being tested for nickel (Ni), PGE, and manganese (Mn), with neighboring targets being actively pursued by Rio Tinto Exploration.
Change of Officers and Directors
Upon the completion of the Amalgamation and subject to prior acceptance by the TSXV, it is expected that each of the current directors of the Company will resign and there will be appointed in their place as directors of the Resulting Issuer, Adam Berk, Arno Brand, Sheldon Inwentash, Adrian Morante and Peter Sheppeard (collectively, the “Board Reconstitution”). In addition, each of the current officers of the Company is expected to resign and in their respective places will be appointed Adam Berk, Arno Brand and Stephen Woodhead as officers of the Company (collectively, the “Management Reconstitution”).
Adam Berk - Chief Executive Officer and Director
Mr. Berk graduated from the Cornell University with a degree finance and hospitality management, followed by an MBA from the University of Miami. Mr. Berk’s most notable experience includes over five years as Chairman and CEO of Stem Holdings, three years as CEO of HYD for Men, and Co-CEO of Osmio, LLC. Osmio was acquired by SeamlessWeb which was subsequently sold to GrubHub in 2013.
Arno Brand - Chief Operating Officer and Director
Mr. Brand is a Namibian entrepreneur with 15 years of experience working on major construction and mining projects in Africa. Mr. Brand is an experienced commodity trader/broker with over a billion dollars in trades. Mr. Brand has been involved in numerous public transactions and company financings worth more than $200 million dollars. He has negotiated uranium off-take agreements on behalf of Soupamine with utilities providers around the world. Mr. Brand has taken many private companies public and has held various important roles in several companies over his career, including CEO, COO, Director, and Project Manager.
Stephen Woodhead - Chief Financial Officer and Corporate Secretary
Mr. Woodhead is a graduate of the University of Cape Town and a member of the South African Institute of Chartered Accountants. Mr. Woodhead has over 25 years’ experience, having worked for the South African Department of Finance and Trans Hex Group before relocating to Canada in 1997 as Chief Financial Officer of Trans Hex International. Mr. Woodhead was CFO of Desert Sun Mining, developer of the Jacobina gold mine in Brazil, and was CFO of Crocodile Gold Corp. Mr. Woodhead has also acted as CFO and Vice President of numerous key players in the resource mining sector and has served as a director of Apogee Minerals and Vaaldiam Mining. Currently, Mr. Woodhead is Senior Vice President, Finance for Gratomic Inc., Botswana Copper Inc. and One Bullion.
Sheldon Inwentash
Mr. Inwentash, a resource sector entrepreneur, is Chairman and CEO of ThreeD Capital Inc., a Toronto based venture capital firm specializing in investments in junior resources, technology, and biotechnology markets. Through two decades leading Pinetree Capital, Mr. Inwentash created significant shareholder value through early investments including investments in Queenstone Mining (acquired by Osisko Mining Corp. for $550 million), Aurelian Resources (acquired by Kinross for $1.2 billion), and Gold Eagle Mines (acquired by Goldcorp for $1.5 billion).
Adrian Morante – Director
Mr. Morante joined K2 & Associates Investment Management Inc. in April 2014 as a Vice President and focuses on the firm's energy investment portfolio. Prior to K2, Mr. Morante worked at Acuity Investment Management and AGF Investments as an energy-focused analyst. Mr. Morante is a CFA Charterholder and holds a Bachelor of Commerce from Ryerson University.
Peter Sheppeard – Director
Mr. Sheppeard has a wide variety of experience in the mining and finance industries. He worked underground in coal mining for 10 years, spent 23 years in capital markets with 16 years as a founder and managing director of a boutique brokerage firm based out of Australia. Mr. Sheppeard also holds a Bachelor of Business majoring in Finance from Charles Sturt University in NSW, Australia.
Additional information regarding the nominee directors and officers of the Resulting Issuer will be also set out in a management information circular to be prepared by the parties in accordance with the policies of the TSXV.
Closing Conditions
Closing is subject to the satisfaction of various conditions standard for a transaction of this nature, including but not limited to:
the Company and One Bullion obtaining all necessary consents, orders and regulatory approvals, including the conditional approval of the TSXV;
the absence of any material adverse change in the business, affairs or operations of the Company or One Bullion, as applicable;
the completion of the Concurrent Financing;
each of the Name Change and the Imperial Consolidation having been completed;
each of the Board Reconstitution and the Management Reconstitution having been completed; and
approval of the Transaction by the shareholders of the Company and One Bullion, as required by applicable corporate law and the policies of the TSXV, as applicable.
The Company intends to rely on Section 2.11 of National Instrument 45-106 – Prospectus Exemptions for an exemption from the prospectus requirements for the issuance of the Imperial Shares to the One Bullion Shareholders, and the grant of the Imperial Replacement Options to the former holders of the OBL Options.
Assuming the completion of the Transaction as well as the minimum offering amount of the Concurrent Financing and that no convertible securities of the Company or One Bullion are exercised prior to Closing, approximately 150,305,965 common shares of the Resulting Issuer (each, a “Resulting Issuer Share”) are expected to be issued and outstanding on the Closing, of which approximately 94.3% of the Resulting Issuer Shares will be held by the former One Bullion Shareholders, approximately 1.7% of the Resulting Issuer Shares will be held by existing shareholders of the Company and approximately 4% of the Resulting Issuer Shares will be held by the subscribers under the Concurrent Financing. Additional information regarding any 10% or greater shareholders of the Resulting Issuer will be set out in a management information circular to be prepared by the parties in accordance with the policies of the TSXV.
Sponsorship
Sponsorship of the Transaction is required by the TSXV unless exempt or waived in accordance with TSXV policies. The Company intends to apply for a waiver from the sponsorship requirements. There is no assurance that the Company will be able to obtain such a waiver.
Qualified Person
All scientific and technical data contained in this press release was reviewed and approved by Rory Kutluoglu, P.Geo. Mr. Kutluoglu is a Qualified Person within the meaning of National Instrument 43-101 – Standard of Disclosure for Mineral Projects.
Additional Information
All information contained in this news release with respect to the Company and One Bullion was supplied, for inclusion herein, by each respective party and each party and its directors and officers have relied on the other party for any information concerning such other party.
Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable, disinterested shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this news release.
About Imperial Ginseng Products Ltd.
The Company is currently seeking new business opportunities and remains committed to providing investors with future value.
ON BEHALF OF THE BOARD OF DIRECTORS
“Stephen McCoach”
Chief Executive Officer and Director
For additional information, please contact Adam Berk at:
One Bullion Limited
Adam Berk, Chief Executive Officer
401 Spadina Ave. Suite 130 Toronto, ON, M5V 2L4
917-690-7556
Info@onebullion.com
Forward Looking Statements
Certain statements in this news release are forward-looking statements, which reflect the expectations of management regarding the Company’s completion of the Transaction and related transactions. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future, including but not limited to, the Company completing the Transaction, the completion of the Concurrent Financing, the conditions to be satisfied for completion of the Transaction, completion of each of the Name Change and the Imperial Consolidation, the name and business carried on by the Resulting Issuer, the reliance on a prospectus exemption for the issuance of the Imperial Shares to be issued in connection with the Transaction, and obtaining a waiver from the TSXV sponsorship requirements. Such statements are subject to assumptions, risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements, including risks related to factors beyond the control of the Company. The risks include the following: the requisite corporate and shareholders approvals of the directors and shareholders of the Company or One Bullion, as applicable, may not be obtained; One Bullion may be unable to close the Concurrent Financing in full or in part; the TSXV may not approve the Transaction; that the parties may be unable to satisfy the closing conditions in accordance with the terms and conditions of the Merger Agreement; and other risks that are customary to transactions of this nature. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. The reader is cautioned not to place undue reliance of any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Neither the 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.
One Bullion Ltd. Corporate Update
OFFICER APPOINTMENTS
PRIVATE PLACEMENT
NEW DRILLING EXPLORATION RESULTS
TORONTO, Jan. 04, 2024 (GLOBE NEWSWIRE) -- One Bullion Ltd. (“One Bullion” or the "Company") is pleased to announce that it has appointed Adam Berk as a director and Chief Executive Officer of the Company. Mr. Berk graduated from the Cornell University with a degree in finance and hospitality management, followed by an MBA from the University of Miami. He founded Global Partners, a metal import business, focusing on international financing and marketing. Most recently, Mr. Berk was President of a renowned nutraceutical and vitamin company where he aided in acquisitions, helped grow the brand and managed the public listing. Mr. Berk’s most notable experience also includes over five years as Chairman and CEO of Stem Holdings, three years as CEO of HYD for Men, one of the first niche mass market men’s grooming companies which was acquired by private equity, and Co-CEO of Osmio, LLC. Osmio was the first patented food ordering delivery system and a global provider of internet solutions for companies to facilitate the ordering services. Osmio was acquired by SeamlessWeb which was subsequently sold to GrubHub (NASDAQ: GRUB) in 2013.
In connection with the appointment of Mr. Berk, (i) Sheldon Inwentash and Arno Brand resigned as co-Chief Executive Officers of Company; (ii) Mr. Inwentash was appointed as Executive Chairman of the Company; and (iii) Mr. Brand was appointed as Chief Operating Officer of the Company. Mr. Inwentash and Mr. Brand will continue to serve as directors of the Company, together with Mr. Berk and Peter Sheppeard.
One Bullion is also pleased to announce a non-brokered private placement of up to 10,000,000 units (each, a "Unit") at a price of $0.50 per Unit for gross proceeds of up to $5,000,000 (the "Offering"). Each Unit shall be comprised of one Common Share (each, a "Share") in the capital of the Company and one Share purchase warrant (each, a "Warrant"). Each Warrant shall entitle the holder thereof to acquire one additional Share at a price of $0.80 for a period of two (2) years from the date of issuance. In connection with the Offering, the Company may pay certain eligible persons finder's fees of cash and warrants (each, a "Broker Warrant"). Each Broker Warrant shall entitle the holder thereof to acquire one Share at a price of $0.80 per Share for a period of two (2) years from the date of issuance.
The net proceeds from the Offering will be used to fund the Company's upcoming exploration and drilling programs on its 14 licenses comprised of the Kraaipan Gold Project ("Kraaipan") and Northern Gold Project (“Northern”), including Maitengwe and Vumba Gold Projects, and for general working capital purposes. The Company’s high-profile projects cover 8,004 km2 in the country of Botswana.
“Mr. Berk's distinguished history of success and substantial experience are accentuated by his previous roles, rendering him extraordinarily suited to steer One Bullion into a new era. The Company holds firm in its belief that Mr. Berk's extensive leadership capabilities will be instrumental in propelling One Bullion's vision, mission, strategy, and shareholder value in alignment with the current strategic plan. His involvement is anticipated to markedly amplify the Company's achievements and success,” stated Mr. Inwentash, One Bullion Chairman.
One Bullion is thrilled to share the latest promising gold discoveries and the exploration results from its Vumba Gold Project in Northern Botswana. The discovery of high-grade gold intercepts and extensive drilling indicate significant potential for further expansion. The recent drilling campaign, consisting of 50 drill holes totaling over 12,000 meters, has uncovered several high-grade gold intercepts, showcasing the site's exceptional potential and positioning One Bullion at the forefront of the largest gold mining project in Botswana.
The complete table of drilling results is below, and some key highlights are as follows:
Drilling Campaign: The comprehensive exploration program covered various targets within the Vumba Project, totaling 50 drill holes and over 12,000 meters of drilling, indicating a committed effort to thoroughly understand the site's potential.
Exceptional Gold Grades: The drill results have revealed impressive gold intercepts, including 4.00 meters at 26.86 g/t Au (Drill Hole: SD071), 2.00 meters at 15.63 g/t Au (Drill Hole: SR033), and 2.00 meters at 13.99 g/t Au (Drill Hole: ST011), among others. These high-grade findings suggest a rich gold-bearing zone within the Vumba Project area. (See table below of selected composited assay results from the drill program)
Significant Depth Potential: Deeper intercepts, such as 2.00 meters of 8.35 g/t Au at a depth of 390.00 meters (Drill Hole: ST014), demonstrate the project's potential at various depths.
Newly Identified Zones: The campaign has also led to the identification of new mineralized zones, expanding the known gold-bearing areas within the project.
The Vumba Gold Project's latest drill results are not only encouraging but also indicative of a larger gold system at play. The consistency of high-grade intercepts across different depths and locations, coupled with the discovery of new mineralized zones, suggests a robust and extensive mineralized system. One Bullion's strategic approach to exploration, combining geological expertise with advanced drilling techniques, has been instrumental in these discoveries.
Building on these promising results, One Bullion plans to expand its exploration efforts. The focus will be on further delineating the gold mineralization zones, testing new targets, and potentially increasing the number of drill sites within the project area. The company is optimistic about the potential for resource expansion and the positive impact these findings could have on our understanding of the region's geology.
"Our team is exhilarated by the significant gold intercepts and the extensive drilling coverage at Vumba. These results not only reaffirm the high potential of the Vumba Project but also pave the way for further exploration and development. We are committed to advancing our understanding of this promising region and unlocking its full potential," said Adam Berk, CEO, One Bullion.
One Bullion remains dedicated to responsible and sustainable exploration practices. As we continue to explore and expand the Vumba Gold Project, we look forward to keeping our stakeholders updated on our progress and the exciting opportunities ahead.
Potential quantity and grade is conceptual in nature. There has been insufficient exploration to define a mineral resource on One Bullion's properties, and it is uncertain if further exploration will result in any such target being delineated as a mineral resource. For further details please contact:
One Bullion Limited
Adam Berk, Chief Executive Officer
ALB9370@gmail.com, 917-690-7556
Forward Looking Statements – Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties, including the risk that the Offering may not be completed on the terms currently proposed or at all and risks relating to completion of future exploration activities as currently proposed or at all. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of the Company, including with respect to the potential size and composition of the Offering. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.
One Bullion Ltd. Acquires Securities of Silverfish Resources Inc.
Toronto, Ontario--(Newsfile Corp. - November 8, 2023) - One Bullion Limited (the "Acquirer") announces that it has acquired ownership and control of 13,000,000 common shares (the "Subject Shares") of Silverfish Resources Inc. (the "Company" or "Silverfish"), effective September 18, 2023 (the "Acquisition").
The Subject Shares were acquired pursuant to a private transaction and represent approximately 47.1% of all issued and outstanding common shares of the Company ("Shares") as of September 18, 2023, resulting in a corresponding change to the aggregate percentage ownership of the Company by the Acquirer.
Immediately before the Acquisition, the Acquirer held no Shares or convertible securities of Silverfish. Immediately following the Acquisition, the Acquirer held 13,000,000 Shares representing approximately 47.1% of the issued and outstanding Shares at September 18, 2023.
The Subject Shares were acquired pursuant to a private purchase and sale transaction and not through the facilities of any stock exchange. The holdings of securities of the Company by the Acquirer are managed for investment purposes, and the Acquirer and/or its joint actors could increase or decrease their respective investments in the Company at any time, or continue to maintain their current investment position, depending on market conditions or any other relevant factor.
Additional Information
A copy of the applicable securities report filed in connection with the matters set forth above may be obtained by contacting: One Bullion Limited, 130 Spadina Avenue, Suite 401 Toronto, Ontario M5V 2L4, (416) 561-4095.
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