08:54 AM EDT, 09/24/2025 (MT Newswires) -- Axcap Ventures ( GARLF ) overnight Tuesday announced that it has closed a non-brokered private placement arranged in connection with an arrangement agreement that will see Axcap ( GARLF ) acquire all of the issued and outstanding common shares of Taura Gold (TORA.V).

The concurrent offering included 125 million common shares in the capital of Axcap ( GARLF ) priced at C$0.10 each for gross proceeds of $12.5 million.

Axcap ( GARLF ) will use the net proceeds of the concurrent offering to satisfy certain upcoming property payments in connection with its Converse Gold Project, located in the Battle Mountain Trend in Northen Nevada, and for general corporate purposes.

Additionally, Axcap ( GARLF ) issued 6 million Axcap ( GARLF ) shares at $0.10 per Axcap Share in settlement of $600,000 of debt owed to certain related parties. The debt settlement has a settlement value of 50% of the face value of the initial debt.

An insider of Axcap ( GARLF ) participated in the concurrent offering and subscribed for 200,000 Axcap ( GARLF ) shares for aggregate gross proceeds of $20,000 to the company. In addition, 5 million Axcap ( GARLF ) shares were issued to insiders of the company pursuant to the debt settlement.

As disclosed on Sept. 8, upon closing of the concurrent offering, changes were made to Axcap's ( GARLF ) management. Among others, the changes include John Dorward being appointed as chief executive officer and executive chair, as well as Zeenat Lokhandwala being appointed as chief financial officer and corporate secretary.

Kevin Ma resigned as chief financial officer and Luis Zapata resigned as president.

Axcap's ( GARLF ) board of directors was also reconstituted and now includes Mario Vetro, Kenneth Cotiamco, Tyron Breytenbach, Dorward and Oliver Lennox-King. It added that Desmond Balakrishnan and Zapata resigned as directors of Axcap ( GARLF ).

"Closing this financing is a key step toward delivering on our long-term vision for the Converse Project," said Taura Gold CEO, John Dorward.

"The Converse Project already features an imposing mineral resource base and we are committed to showcasing its development potential through high-quality technical and commercial work, including delivering a Preliminary Economic Assessment, targeted for next year."

Shares in TORA jumped more than 11% and hit 52 week highs in Canada yesterday.