Pedro Resources Ltd. Announces Closing of Second Tranche of Private Placement and Provides Company Update

Toronto, Ontario–(Newsfile Corp. – June 14, 2024) – Pedro Resources Ltd. (“Rock“or the”Business“) is pleased to confirm, following its press releases of May 22, 2024 and March 28, 2024, that it has closed a second tranche of its non-intermediary private placement of ordinary shares (the “Offer“) by the issue of 940,000 ordinary shares in the capital of the Company (the “Ordinary actions“) at a price of $0.05 per common share for gross proceeds of $47,000.

The proceeds of the second tranche of the Offering will be used by the Company for working capital and other general and administrative purposes in connection with the Company’s proposed change of business (as defined below). All securities issued in connection with the offering will be subject to a four-month hold period from the date of issue. No intermediary fees or commissions were paid in connection with the second tranche of the Offer.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “US Securities Law“) or any state securities laws and may not be offered or sold in the United States or to United States persons as defined under applicable United States securities laws, unless be registered under the US Securities Act and applicable state securities laws or an exemption from such registration is available.

Corporate update – Proposed change of activity

Following its press releases dated November 3, 2023, January 10, 2024 and February 16, 2024, the Company is pleased to provide an update on its proposed change of activity (the “Change of activity“).

The Company continues to work on finalizing the files related to its change of activity, consisting of the redeployment of its assets and resources from mining activity towards the development of biotechnologies for the remediation and reclamation of contaminated soils.

With the appointment of a new Chief Executive Officer, the Company is in the process of rebuilding its management team as it continues to search for a new Chief Financial Officer to guide the Company in its proposed new businesses. The consolidation of the Company’s board of directors and management team is a key step in the Company’s proposed business change and the Company expects progress to accelerate as the integration of new members of management will be completed.

After closing the second tranche of the Offer, the Company has also made progress in complying with its obligations under the collaboration agreements (the “Collaboration agreements“) concluded with Fixed Earth Innovations Ltd., Dirty Dirt Services Ltd., FCS Solutions Ltd. and Oil-Out Ltd. As of this date, the Company is pleased to announce that it has made payments under the collaboration agreements in total amount of $162,000 to its partners with an unpaid balance of $114,000.

The Company’s partners have reaffirmed their support for the Company as it undergoes the business change and continue to collaborate with the Company in its submissions to the Canadian Securities Exchange to meet all regulatory requirements.

The change of business is subject to obtaining all necessary approvals, including, without limitation, regulatory approval from the Canadian Securities Exchange. There can be no assurance that the change of activity will be carried out as proposed or at all.

For more details on the Company’s proposed change of business, please visit www.pedroresources.com.

About Pedro Resources Ltd.

Pedro Resources Ltd. is a Canadian exploration company listed on the Canadian Securities Exchange and focused on mineral exploration and development. The Company is currently advancing a project to change its activity towards the development of biotechnologies for the remediation and reclamation of contaminated soils.

For more information, contact:

On behalf of the Council

Jacqueline Wilkie
Chief Executive Officer, Acting Chief Financial Officer and Administrator
Tel: 604-506-6670

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

Forward-looking information

This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward-looking statements or information. In particular and without limitation, this press release contains forward-looking statements and information relating to the Company’s proposed change of business and the Company’s search for a new Chief Financial Officer.

Forward-looking statements and information are based on certain key expectations and assumptions made by the management of the Company. Although management of the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information as no assurance can be given that they will will prove to be correct.

Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of the Company’s management regarding the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Because forward-looking statements and information relate to future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release.

The forward-looking statements and information contained in this press release are made as of the date hereof and no obligation is made to publicly update or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise. except as required by applicable securities laws. Any forward-looking statements or information contained in this press release are expressly qualified by this cautionary statement.

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