Sparton Announces Closing of First Tranche of Private Placement Offering of C$500,000
For its Critical Metals Exploration Programs and Inclusion of Finders’ Warrants for the PlacementTORONTO, June 26, 2024 - Sparton Resources Inc. (TSXV-SRI) ("Sparton" or the "Company") is pleased to announce the closing on June 26, 2024, of the first tranche of the non-brokered private placement (the "Offering") announced on June 17, 2024, for gross proceeds of C$320,000. This release constitutes an amendment to the news release dated June 17, 2024, to include finders' warrants. The closing was in two tranches dated June 20, and June 26, 2024 (the "Issue Dates").
Sparton has issued 6,400,000 Quebec Flow-Through Shares ("QFTS") of the Company (each, a "QFTS") at a price of C$0.05 per QFTS for proceeds of C$320,000. Each QFTS will consist of one common share of the Company. A total of 560,000 non-flow through finders' warrants ("FW") will also be issued. Each FW will entitle the holder thereof to purchase one common share of the Company at a price of C$0.05 for a period of 24 months following the Issue Dates.
Each QFTS will consist of one common share of the Company to be issued as a Critical Metals "flow-through share" within the meaning of the Income Tax Act (Canada)
The Company intends to use the proceeds of the offering for the exploration of the Company's Critical Metals projects in Quebec. This includes the Pense-Montreuil polymetallic metals project east of Englehart Ontario and straddling the Ontario-Quebec border where historical work has identified zinc-copper-nickel mineralization with minor cobalt values, and where little work has been done for over 20 years. Work will consist of a compilation of the recently completed airborne electromagnetic survey data and the ground truthing of the identified anomalies, followed by diamond core drilling.
The gross proceeds from the issuance of the QFTS will be used to incur resource exploration expenses which will constitute "Canadian exploration expenses" as defined in subsection 66.1(6) of the Income Tax Act and "flow through mining expenditures" as defined in subsection 127(9) of the Income Tax Act (the "Qualifying Expenditures"), which will be renounced with an effective date no later than December 31, 2025 to the purchasers of the QFTS in an aggregate amount not less than the gross proceeds raised from the issue of the QFT Shares. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will indemnify each subscriber of QFTS for any additional taxes payable by such subscriber as a result of the Company's failure to renounce the Qualifying Expenditures.
The closing of the Offering has received all necessary regulatory approvals including the TSX Venture Exchange.
Finders Fees in the sum of $28,000 cash and 560,000 finders' warrants are being issued and have been paid to third party finders.
The QFTS, and any common shares of the Company that are issuable from exercising any finder's warrants will be subject to a hold period ending on the date that is four months plus one day following the issue dates of June 20, 2024, and June 26, 2024, in accordance with applicable securities laws.
The securities offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.
For more information, contact:
A. Lee Barker, M.A.Sc., P.Eng.
President & CEO
Tel./Fax: 647-344-7734 or Mobile: 416-716-5762
Email: info@spartonres.ca
Website: www.spartonres.ca
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
Information set forth in this news release involves forward-looking statements under applicable securities laws. The forward-looking statements contained herein include, but are not limited to, financings and transactions being pursued, and all such forward-looking statements are expressly qualified in their entirety by this cautionary statement. The forward-looking statements included in this news release are made as of the date hereof and the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities legislation. Although the Company believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct and, accordingly, undue reliance should not be put on such forward-looking statements. This news release does not constitute an offer to sell or solicitation of an offer to buy any of the securities described herein.
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