TORONTO, ONTARIO--(Marketwired - March 27, 2017) -
THIS NEWS RELEASE IS NOT INTENDED FOR DISSEMINATION IN THE UNITED STATES OR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
Satori Resources Inc. (TSX VENTURE:BUD) ("Satori" or the "Company") announces that it has closed its private placement offering (announced March 3, 2017 and March 14, 2017) for gross proceeds of $1,283,970 by the issuance of 5,788,176 Units ($983,990), and the issuance of 1,764,588 flow-through common shares ($299,980). Subsequent to closing the private placement the Company has a total of 28,028,507 common shares outstanding.
Each Unit is comprised of one non-flow through common share and one purchase warrant ("Warrant") entitling the holder to acquire one additional common share at a price of $0.30 for 30 months, or earlier pursuant to acceleration provisions. The acceleration provision enables the Company to accelerate the exercise of the Warrants if the volume-weighted average trading price of the common shares on the TSX Venture Exchange exceeds $0.60 per common share during any 30 day consecutive trading day period commencing 4 month from the closing of the placement until the expiry of the warrants.
Directors and officers of Satori participated in approximately 19% of the private placement, having purchased an aggregate 1,021,706 of the Units ($173,690) and 380,588 flow through common shares ($64,700), which constitutes a related party transaction pursuant to Exchange Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied on Section 5.5(c) of MI 61-101 for an exemption from the formal valuation requirement and Section 5.7(1)(b) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the fair market value of the securities distributed in the transaction did not, nor did the cash consideration received by Satori for the securities, insofar as the transaction involved interested parties, exceed $2,500,000.
The proceeds from the private placement will be used to advance the Company's Tartan Lake Gold Mine Project, in Flin Flon, Manitoba, Canada, and for general working capital purposes.
In connection with the offering, the Company paid finder fees to eligible finders in the amount of $62,285 (cash) and issued 366,380 Warrants. All of the securities issued in connection with the private placement offering are subject to a hold period expiring four months and one day after date of issuance.
ABOUT SATORI RESOURCES INC.
Satori is a Toronto-based mineral exploration and development company whose primary property is the Tartan Lake Gold Mine Project (100% interest), located in the prolific Flin Flon mining district, in Manitoba, Canada. The Tartan Lake Gold Mine had historical high-grade production of 48,000 ounces of gold between 1987-1989. The Project hosts a 450 tonne per day gold concentrator and related infrastructure, along with a decline ramp providing access to developed gold mineralization within the Main and South Zones to a vertical depth of 320 metres.
For further information, please visit www.satoriresources.ca.
The TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) does not accept responsibility for the adequacy or accuracy of this release.
CAUTION REGARDING FORWARD-LOOKING INFORMATION
This news release of Satori contains statements that constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Satori's actual results, performance or achievements, or developments in the industry to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements.
Satori Resources Inc.
Will Ansley, CPA, CA
Chief Executive Officer