Mr. Lee Barker reports
SPARTON ANNOUNCES CLOSING OF FIRST TRANCHE OF PRIVATE PLACEMENT OFFERING OF C$500,000 FOR ITS CRITICAL METALS EXPLORATION PROGRAMS
Sparton Resources Inc. closed on Nov. 7, 2025 (the issue date) the first tranche of the non-brokered private placement announced on Oct. 30, 2025, for gross proceeds of $210,000.
Sparton has issued six million Quebec flow-through share (QFTS) units of the company at a price of 3.5 cents per QFTS unit for proceeds of $210,000. Each QFTS unit will consist of one common share of the company one-half a non-flow-through share purchase warrant (SPW) or a total of three million full SPWs. Each full SPW will entitle the holder thereof to purchase one common share of the company at a price of eight cents for a period of 12 months following the issue date.
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 -- specifically on the Pense-Montreuil polymetallic metals project east of Englehart, Ont., 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 follow up prospecting of airborne survey targets and 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, which will be renounced with an effective date no later than Dec. 31, 2025, to the purchasers of the QFTS in an aggregate amount not less than the gross proceeds raised from the issue of the QFTS. If the qualifying expenditures are reduced by the Canada Revenue Agency, the company will indemnify each subscriber of QFTS units 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 necessary regulatory approvals including those from the TSX Venture Exchange.
Finders' fees in the sum of $14,700 cash and 420,000 full broker warrants have been paid and issued to third party finders.
The QFTS, warrant shares and any common shares of the company that are issuable from exercising any finders' warrants will be subject to a hold period ending on the date that is four months plus one day following the issue dates of March 8, 2026, in accordance with applicable securities laws.
We seek Safe Harbor.
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