EnviroGold Announces Non-Brokered Private Placement to Accelerate Growth

Rhea-AI Summary

EnviroGold Global (OTCQB: ESGLF) has announced a non-brokered private placement offering to raise up to C$5 million through the issuance of units at C$0.09 per unit. Each unit includes one common share and one warrant exercisable at C$0.13 for three years.

The proceeds will be strategically allocated to advance the company's technology platform and commercial roadmap, including completion of technical studies, demonstration plant campaigns for the NVRO Process™, debt reduction, and working capital. The offering is expected to close by October 15, 2025, subject to regulatory approvals.

Securities will have a four-month hold period, and the company may pay finder's fees. Some directors and officers may participate in the offering under MI 61-101 exemptions.

Positive

• Secured several lead orders indicating investor confidence
• Strategic allocation of funds to advance technology and commercial development
• Potential for balance sheet strengthening through debt reduction
• Warrants provide potential additional funding at C$0.13 per share

Negative

• Significant dilution for existing shareholders at C$0.09 per unit
• Related party participation in the offering may raise governance concerns
• Additional dilution possible through finder's fees warrants

VANCOUVER, British Columbia, Sept. 15, 2025 (GLOBE NEWSWIRE) -- EnviroGold Global Limited (CSE: NVRO | OTCQB: ESGLF | FSE: YGK), (“EnviroGold,” or the “Company”), a clean technology company transforming mine waste into high-value metals, is pleased to announce a proposed non-brokered private placement (the “Offering”).

The Company intends to raise gross proceeds of up to $5 million through the issuance of units of the Company (“Units” and each, a “Unit”) at a price of C$0.09 per Unit. Each Unit will consist of one common share of the Company and one transferable common share purchase warrant (each, a “Warrant”). Each Warrant will entitle the holder to acquire one additional common share of the Company at a price of C$0.13 for a period of three years from the closing date of the tranche in which the Unit is issued.

The Company has already secured several lead orders, demonstrating growing investor confidence in EnviroGold’s technology, strategy, and execution momentum.

Use of Proceeds – Driving Near Term Value

Proceeds from the Offering will be strategically deployed to deliver rapid progress across EnviroGold’s technology platform and commercial roadmap. Specifically, funds will be allocated to:

• Technology & Engineering - completion of modelling, technical studies, and engineering reports.
• Demonstration Plant Campaigns - optimisation runs and operational programs to further accelerate the NVRO Process™ to commercialisation.
• Debt Reduction & Balance Sheet Strengthening - targeted repayment of short-term obligations.
• General Working Capital - ensuring operational resilience as the Company scales.

Investors can access the Q3 Investor Presentation on the Company's website at: https://envirogoldglobal.com/investors/, along with the Terra Studio Company Profile at: https://www.terrastudio.biz/blog/post/11325/on-the-cusp-of-formidable-growth/

Offer Terms

The Offering is expected to close in one or more tranches on or before October 15, 2025, or on such other date or dates as the Company may determine, subject to the receipt of all required regulatory approvals, including acceptance by the Canadian Securities Exchange (the “CSE”).

All securities issued in connection with the Offering will be subject to a statutory hold period of four months and one day from the applicable closing date, in accordance with applicable Canadian securities laws. The Company may, in its discretion, pay finder’s fees in cash and/or Warrants to eligible arm’s-length parties in connection with the Offering, as permitted by applicable laws and CSE policies.

Certain directors and officers of the Company may acquire Units under the Offering. Such participation will constitute a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company anticipates relying on the exemptions from the formal valuation requirement under section 5.5(b) of MI 61-101, and the minority shareholder approval requirement under section 5.7(1)(b) of MI 61-101, as neither the fair market value of the Units to be acquired by the participating directors and officers nor the consideration to be paid by such directors and officers is expected to exceed C$2,500,000.

About EnviroGold Global

EnviroGold Global is a technology company enabling the global mining industry to monetise valuable metals from mine waste and tailings and reduce environmental liabilities. EnviroGold’s proprietary technology is at the leading edge of demand for precious and strategic metals and greater social demand for better environmental outcomes. The Company operates on a technology licence fee model with low capex requirements and intends to establish itself as a leading global technology company focused on shareholder value and recurring dividends.

CONTACTS:

Investor Cubed
Neil Simon, CEO
+1 647 258 3310
nsimon@investor3.ca
ir@envirogoldglobal.com

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

The securities to be issued under the Offering have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Forward-Looking Statements

This news release contains “forward-looking statements” within the meaning of applicable securities laws. Forward-looking statements may include, but are not limited to, statements regarding: the completion, size, and timing of the Offering; the use of proceeds from the Offering; the payment of finder’s fees; potential participation by directors and officers in the Offering; anticipated regulatory approvals; and the Company’s business plans, strategies, technology development, commercialization plans, and future economic performance.

Forward-looking statements often (but not always) use words such as “plans,” “expects,” “intends,” “anticipates,” “believes,” “targets,” “forecasts,” “may,” “will,” or similar terminology. Such statements reflect management’s current assumptions and expectations as of the date hereof, including but not limited to: the Company’s ability to complete the Offering on the anticipated terms and timeline; the availability of regulatory approvals; the intended use of proceeds; the continued development and scale-up of the NVRO Process™; the execution of commercial agreements; and favourable market and commodity price conditions.

Actual results may differ materially from those expressed or implied in forward-looking statements due to various risks and uncertainties, including, but not limited to: the inability to complete the Offering on the anticipated terms or at all; the failure to obtain required regulatory approvals; changes in the use of proceeds; technical or operational challenges; delays in technology validation, permitting, or project execution; inability to secure customer contracts on expected terms or timelines; changes in market or commodity price conditions; adverse economic, geopolitical, or market disruptions; and other factors beyond the Company’s control. This list is not exhaustive.

Forward-looking statements are not guarantees of future performance and involve risks, uncertainties, and assumptions that are difficult to predict. Readers should not place undue reliance on such statements. Except as required by applicable securities laws, EnviroGold disclaims any obligation to update or revise forward-looking statements to reflect new information, future events, or otherwise.

FAQ

How much is EnviroGold (ESGLF) planning to raise in their private placement?

EnviroGold is planning to raise up to C$5 million through a non-brokered private placement at C$0.09 per unit.

What are the terms of EnviroGold's private placement warrants?

Each warrant allows holders to purchase one additional common share at C$0.13 for a period of three years from the closing date.

How will EnviroGold use the proceeds from the private placement?

The proceeds will fund technology and engineering studies, demonstration plant campaigns for the NVRO Process™, debt reduction, and working capital.

When will EnviroGold's private placement close?

The offering is expected to close in one or more tranches on or before October 15, 2025, subject to regulatory approvals.

Are EnviroGold insiders participating in the private placement?

Yes, certain directors and officers may acquire units under the offering, with exemptions from MI 61-101 requirements as their participation is expected to be under C$2.5 million.