Early Warning Report Filed Pursuant to Canada's National Instrument 62-103 Acquisition of Common Shares and Warrants of Sama Resources Inc.
New York, March 15, 2018 - This news release is issued by Ivanhoe Industries, LLC ("Ivanhoe Industries"), pursuant to the early warning requirements of Canada's National Instrument 62-103 with respect to common shares and warrants to purchase common shares of Sama Resources Inc. ("Sama"). On March 12, 2018, Ivanhoe Industries' affiliate, HPX TechCo Inc., ("HPX") and Sama executed a binding term sheet (the "Term Sheet") regarding HPX's subscription for 25 million units of Sama at C$0.21 per unit, with each unit consisting of one common share and one share purchase warrant. Each warrant will entitle HPX to purchase an additional Sama common share at a price of C$0.28 per common share for 24 months following the closing date of Sama's private placement, such date anticipated to be on or before April 13, 2018.
Following the issuance of the units to HPX, Ivanhoe Industries will beneficially own 25 million common shares representing approximately 13.5% of Sama's then issued and outstanding common shares, and will be deemed to beneficially own 50 million Sama common shares (including the 25 million unissued common shares issuable upon the exercise of common share purchase warrants), representing approximately 23.8% of Sama's then issued and outstanding common shares on a partially diluted basis. All of these securities will be beneficially owned and controlled by Ivanhoe Industries, and directly registered to HPX, or to an affiliate.
The issuance of the units agreed to in the Term Sheet is conditional on TSX Venture Exchange approval and the approval of Sama's shareholders.
Ivanhoe Industries is acquiring these shares and warrants for investment purposes. Depending on economic or market conditions or matters relating to Sama, Ivanhoe Industries may choose to either acquire or dispose of additional Sama common shares.
For further information and to obtain a copy of the early warning report filed under applicable Canadian provincial securities legislation in connection with the transactions hereunder please go to Sama's profile on SEDAR website at www.sedar.com, or contact Penny Schattenkirk at (604) 689-8765. Ivanhoe Industries has an office c/o 654-999 Canada Place, Vancouver, British Columbia, Canada V6C 3E1.
