Star Diamond Corporation Closes First Tranche of Private Placement

Star Diamond Corporation (TSX: DIAM) ("Star Diamond" or the "Company") has successfully closed the first tranche of its non-brokered private placement (the "Offering"), raising gross proceeds of C$324,140. This strategic move will enable the Company to fund its pre-feasibility study for the further development of the Fort à la Corne kimberlites, as well as support general working capital purposes.

The Offering consists of convertible debentures (the "Debentures") with a principal amount of C$0.02, bearing simple interest at a rate of 8% per annum, and convertible into common shares of the Company in certain circumstances. Additionally, the Company issued an aggregate of 16,750,000 share purchase warrants ("Warrants"), with each Warrant exercisable to acquire one common share of the Company at an exercise price of C$0.06 for a period of 2 years from the closing.

The net proceeds raised from the sale of the Debentures and the exercise of any Warrants will be used for general working capital purposes as the Company continues discussions with possible investors to fund a pre-feasibility study for the further development of the Fort à la Corne kimberlites.



The Offering is subject to certain conditions, including the receipt of all necessary approvals, such as the final approval of the Toronto Stock Exchange. All securities issued and issuable pursuant to the first tranche of the Offering are subject to a statutory hold period expiring on June 19, 2025.

In connection with the Offering, Mr. Ewan Mason, the CEO of the Company, has purchased Debentures in the aggregate principal amount of C$25,000. Insiders' participation in the Offering constitutes a "related party transaction" pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on an exemption from the formal valuation and minority shareholder requirements of MI 61-101 on the basis that the fair market value of the insider's participation in the Offering does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.

The Company advises that if you are an existing shareholder or other subscriber interested in participating in the second tranche of the Offering at a minimum subscription amount of $10,000, please contact Star Diamond Corporation by email at This email address is being protected from spambots. You need JavaScript enabled to view it. to discuss exemptions available for you under existing securities law.

The offer and sale of the securities offered in the Offering have not been and will not be registered under the US Securities Act of 1933, as amended, or any state securities laws, and such securities may not be offered or sold in the United States absent registration or applicable exemption from such registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States or in any jurisdiction in which the offer, sale or solicitation would be unlawful.



In conclusion, Star Diamond Corporation's successful closing of the first tranche of its private placement demonstrates the Company's commitment to funding its pre-feasibility study and supporting general working capital purposes. This strategic move aligns with the Company's long-term goals of developing its mineral resources, minimizing risks, and maintaining a strong financial position. As the Company continues to pursue its objectives, investors should closely monitor its progress and consider the potential opportunities that may arise from its ongoing efforts.