The Gold Strike One Project is adjacent to, and partially surrounds, Snowline Gold Corp.'s ("Snowline") Valley gold deposit ("Snowline's Valley Deposit"), Rogue Project, Yukon. The southern project boundary of the Gold Strike One Project is within approximately 500 metres of the interpreted resource pitshell for Snowline's Valley Deposit.
Early geochemical results indicate that the mineral claims comprising the Gold Strike One Project have the potential to cover part of the Valley mineralizing system.
Sanatana plans to do an exploration program in the summer of 2025 consisting of infill soil and rock sampling along with geophysics to enhance understanding of geochemical anomalies generated from LIRECA Resources Inc.'s ("LIRECA") previous work programs.
Concurrent non-brokered private placements to raise gross proceeds of up to $5.28 million.
Transaction includes 13,882 acres (5,618 hectare) Abitibi property in Quebec.
Concurrent with the closing of the transaction, Sanatana expects to change its name to Gold Strike Resources Corp.
Vancouver, British Columbia--(Newsfile Corp. - July 3, 2025) - Sanatana Resources Inc. (TSXV: STA) ("Sanatana" or the "Company") has entered into a purchase agreement dated July 1, 2025 (the "Definitive Agreement") with LIRECA and LIRECA's affiliate, Florin Resources Inc. ("Florin" and together with LIRECA, the "Florin Group"), to acquire the Gold Strike One Project (Yukon) and the Abitibi Property (Quebec) (the "Proposed Acquisition").
It is expected that the Proposed Acquisition will be a non-arm's length "Reverse Takeover" for Sanatana, as such term is defined in TSX Venture Exchange ("TSX-V") Policy 5.2 – Change of Business and Reverse Takeovers (the "RTO").
Peter Miles, CEO of Sanatana, commented: "This transaction represents a significant mineral tenure package for Sanatana. Subject to closing, the transaction will greatly expand Sanatana's presence in the Rogue Plutonic Complex (Yukon), a region that has garnered substantial industry recognition due to Snowline's recent Valley discovery. The Gold Strike One acquisition provides Sanatana with an outstanding geological opportunity without unduly diluting existing shareholders."
John Fiorino, principal of the Florin Group, commented: "By accepting nearly 90% of the consideration for the transaction in equity of Sanatana, the Florin Group has demonstrated its confidence in the projects and alignment with long-term shareholders."
The Gold Strike One Project, the Abitibi Property, the Definitive Agreement, the concurrent non-brokered private placements, and the RTO are described below. See: "About the Gold Strike One Project", "About the Abitibi Property", "Terms of the Definitive Agreement", "Concurrent Private Placements", and "Other Details Relevant to the RTO", respectively. Unless stated otherwise, all references to currency are in Canadian dollars.
About the Gold Strike One Project
The Gold Strike One Project is located approximately 225 km east of Mayo, comprising 107 contiguous quartz mineral claims immediately to the south, west and north of Snowline's Valley Deposit, for a total of 5,510 acres (2,230 hectares). See Figure 1 below.
Figure 1: Location of the Gold Strike One and Gold Strike Two Projects.
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Snowline's Valley Deposit
The southern project boundary of the Gold Strike One Project is within 650m of Snowline's Valley reduced intrusion-related gold system ("RIRGS") type gold system (within approximately 500m of the interpreted resource pitshell for Snowline's Valley Deposit). Snowline reports that the Valley Deposit has a resource of 204 million tonnes containing 7.94 million ounces gold averaging 1.21 g/t Au in the measured and indicated categories and an additional 44.5 million tonnes containing 0.89 million ounces gold averaging 0.62 g/t Au in the inferred category, based on roughly 53 km of drilling completed by the end of 2024 (Source: Snowline news release dated May 15, 2025). The Company's Qualified Person for this news release has not verified the mineral resource or other technical disclosure contained in Snowline's news release dated May 15, 2025.
In its news release dated June 23, 2025, Snowline also disclosed that: "The Valley gold deposit remains open in multiple directions, with open edges to the current resource, large volumes of the host intrusion still untested by drilling, and areas of gold mineralization encountered in drilling that are outside of the current resource and the PEA mine plan. Exploration drilling within the surrounding intrusion is currently underway."1 The Company's Qualified Person for this news release has not verified the information in Snowline's news release dated June 23, 2025, and there is presently no indication that Snowline's Valley Deposit remains open in the direction of the Gold Strike One Project or intersects or transverses the Gold Strike One Project.
The RIRGS model allows for multiple modes of mineralization and clustering of the multiple intrusives that drive these mineral systems. Snowline is also exploring extensively in the vicinity using the same criteria. While it is understood that RIRGS cluster and occur in belts, and the geological exploration industry considers exploring in these belts to have a higher probability of exploration success, there is no guarantee of exploration success or that the Company's exploration thesis will be proven correct. The Company cautions that mineralization hosted on adjacent, nearby or geologically similar properties, is not necessarily indicative of possible mineralization hosted on the Gold Strike One Project (or the Gold Strike Two Project).
Historical Exploration of the Gold Strike One Project
LIRECA conducted exploration on the Gold Strike One Project in 2022 and 2024, consisting of an airborne LiDAR survey, geological mapping, rock, soil and silt sampling.
Figures 2, 3 (soil samples), 4 and 5 (stream sediment samples) illustrate the results of the 2022 and 2024 sampling campaigns and support the larger mineral system concept.
Soil samples were taken along ridges at a nominal 400m to 200m spacing for partial coverage of the claim block. Prominent >20 ppb gold-in-soil anomalies (up to 148 ppb) were revealed, see Figure 2. The highest, most coherent results were from the southeast, but there were also anomalies just south of Snowline's Valley Deposit and in the northern claims. The gold anomalous soils have contrasting pathfinder elements (see Figure 3). Arsenic (up to 400 ppm2), bismuth (up to 4 ppm), antimony (up to 25 ppm) and copper (up to 650 ppm) just south of Snowline's Valley Deposit, less arsenic in the southeast, and bismuth and antimony in the north. Sampling to fill in the gaps and expand on this work is planned in 2025.
Figure 4 and Figure 5, show the stream sediments sampling results. They complement the soil samples results and suggest anomalous zones in the gaps where soil sampling is yet to be undertaken, for example the anomalous samples just north of Old Cabin Creek, which were elevated in gold and copper.
Figure 2: Gold in soil sample results, Dot sized to gold tenor in assay results. Highest rock samples shown by the X with assay.
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Stream sediments show anomalous gold up to 37 ppb3 in the streams sampled on the Gold Strike One Project, with gold clustering in the north and south claims, with the centre claims being unsampled. The data indicates there might be two gold zones, an interpretation which is supported by the spread of pathfinder elements as shown in Figure 3. The north zone having elevated copper, molybdenum and sulphur; and the southern zone having arsenic, bismuth, molybdenum, sulphur and zinc. The two zones are generally consistent with the RIRGS model, with the southern zone being more proximal to the intrusive, with arsenic (up to 186 ppm) and bismuth (up to 8 ppm), and the northern zone hinting at being more distal to the intrusive mineralization with the copper (up to 830 ppm), and antimony (up to 26 ppm). Soil sampling taken along ridgelines at a nominal 400m to 200m spacing tells a similar story.
Figure 3: Selected pathfinder elements from soils Gold Strike One Project.
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A prominent > 20 ppb gold in soil anomaly (up to 148 ppb) has been revealed in the southern claims, see Figure 4, with corresponding pathfinder elements shown in Figure 5.
Figure 4: Gold in stream sediment sampling results from 17 sites, Gold Strike One Project, gold tenor reflected in the size of the dot, and also recorded in ppb by the number. Red polygons depict intrusives of the Tombstone-Tungsten suite with the Valley intrusive highlighted.
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Figure 5: Stream sediment sampling: prominent pathfinder elements, arsenic, bismuth, copper and molybdenum. Note that sulphur, antimony, silver and zinc are also anomalous, not shown for brevity. Some zonation is seen, with arsenic, bismuth and molybdenum more prominent in the south, and copper, molybdenum and zinc in the northwest.
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While taking the soil samples, background geology was noted and 112 rock samples were collected by the field crews. In the south, the rocks were dominated by slates and cherts of the Earn and Steele formations. Granite and monzonite dykes as well as quartz veining and minor hornfels and zones of sericite alteration were noted as well as common granite intrusive float in the valleys. A 1,480 ppb gold in rock sample was recovered from the northern claims and a 143 ppb gold in rock sample was recovered in the southern claims from and iron-stained quartz-rich grab sample. The rock samples were taken prior to assays revealing the location of anomalous soils. Field work planned in 2025 will focus on rock sampling mineralization revealed by the soil samples.
Grab samples are selective samples meant to confirm the presence of gold. Grab samples are not indicative of the average grade of mineralization.
Subject to closing, Sanatana plans to mobilize to the project this summer for an exploration program that will include geophysics and soil sampling.
Sanatana notes that although the results demonstrate a broad mineral system, it is too early to conclude that this mineralization will be of economic significance. Sanatana believes that, given the proximity of the Gold Strike One Project to Snowline's Valley Deposit, it is a high priority for Sanatana to advance exploration on these claims.
About the Abitibi Property
Pursuant to the terms of the Definitive Agreement and subject to closing, Sanatana will also acquire the Abitibi Property. The Abitibi property is located in the Northern Abitibi Greenstone Belt, 14 kilometres east of the past-producing polymetallic Selbaie Mine,45 kilometres northeast of the Casa Berardi Mine, 30 kilometres from Wallbridge's Fenelon Gold property, and 2 kilometres from Abitibi minerals B26 project, 55km west of Matagami, Quebec. The Abitibi Property consists of 101 mining claims held in two non-contiguous parcels (Property 1, 4,119 acres (667 hectares) and Property 2 12,234 acres (4,951 hectares)) totalling approximately 13,882 acres (5,618 hectares).
Figure 6: Properties 1 and 2 location.
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Property 1
The property underlies the eastern margin of the Brouillan Intrusion. Adjacent and to the east of the property, gold values up to 24.1g/t at 1m as well as a historic RC drillhole that returned assays of up to 0.1 % Cu, 0.04 % Zn, and 9.5 g/t Au have been recorded, hosted within slivers of greenstone caught up in the intrusion. Government magnetic data indicate that similar slivers occur on the property.
Property 2
Property 2 consists of 89 claims and covers an area of 4,951ha. The property is adjacent to the east of the Yorbeau Beschefer property which has known gold mineralization, highlighted by hole 'CBO-98-04' that returned 19.85g/t Au over 0.77m. The structural setting of gold mineralization on the Yorbeau property is associated with the Nord-Taïb Fault, which extends onto Property 2, where there is approximately 13km of prospective strike length of the Nord-Taïb Fault.
The Abitibi properties 1 and 2 are nestled in prolific VMS base metal and orogenic gold belts and although these belts are generally considered to be zones that offer higher potential for discovery there is no guarantee that holding property within these belts will bring exploration success.
Terms of the Definitive Agreement
Pursuant to the Definitive Agreement (dated July 1, 2025), Sanatana is required to provide the following consideration to the Florin Group for the purchase of the Gold Strike One Project and the Abitibi Property:
A cash payment of $2,000,000 to be made on the closing date.4
A share issuance of 24,745,620 common shares of Sanatana issued to LIRECA on the closing date (the "Consideration Shares"). The Consideration Shares will be issued pursuant to a prospectus exemption and are subject to a statutory restricted period of four months and a day from the date of issuance.
The Gold Strike One Project is subject to a 2% net smelter returns royalty (the "Gold Strike One NSR Royalty"), as further described in the Definitive Agreement, a copy of which will be filed under Sanatana's SEDAR+ profile at www.sedarplus.ca. At any time prior to the commencement of commercial production, the Gold Strike One NSR Royalty payor can reduce the Gold Strike One NSR Royalty from 2% to 1%, by paying the royalty holder 1,000 ounces of physical gold or US$2,000,000 (whichever is greater in monetary value).
The Gold Strike One Project is subject to an annual advance royalty payment to the Gold Strike One NSR Royalty holder in the amount of the greater monetary value of US$20,000 and seven ounces of gold (the "Annual Advance Royalty"). The Annual Advance Royalty shall be payable on or before each subsequent anniversary of the date of the Definitive Agreement. Subject to the terms of the NSR Royalty, the Annual Advance Royalty will cease upon the commencement of commercial production and the Annual Advance Royalty payments shall constitute prepayment of the NSR Royalty payments.
Further, in the event Sanatana, or any subsequent purchaser of the Gold Strike One Project, publicly announces a resource estimate on any portion of the project, prepared in accordance with National Instruction 43-101 – Standards of Disclosure for Mineral Projects ("NI 43-101"), that estimates the presence of Gold Ounces, Sanatana or such purchaser, as applicable, shall deliver to an affiliate of LIRECA (or its assignee), the greater monetary value of US$1,000,000 in immediately available funds or 500 ounces of physical gold, for every million Gold Ounces delineated by such resource estimate. Such bonus payment is due for each million Gold Ounce delineated by such resource estimate and any additional resource estimate. "Gold Ounces" means gold or gold equivalent ounces in any resource category (that is, an inferred mineral resource, an indicated mineral resource, and/or a measured mineral resource).
The Abitibi Property is subject to a 3% net smelter returns royalty (the "Abitibi NSR Royalty") as further described in the Definitive Agreement. At any time prior to the commencement of commercial production, the Abitibi NSR Royalty payor can reduce the Abitibi NSR Royalty by 1% increments, from 3% to 1%, by paying the royalty holder 500 ounces of physical gold or US$1,000,000 (whichever is greater in monetary value) for each 1% reduction, provided that the Abitibi NSR Royalty does not fall below 1%.
The Abitibi Property is not subject to an annual advance royalty payment.
Further, in the event Sanatana, or any subsequent purchaser of the Abitibi Property publicly announces a resource estimate on any portion of the project, prepared in accordance with NI 43-101, that estimates the presence of Gold Ounces, Sanatana or such purchaser, as applicable shall deliver to Florin (or its assignee), the greater monetary value of US$1,000,000 in immediately available funds or 500 ounces of physical gold, for the first million Gold Ounces delineated by such resource estimate. Such bonus payment is due for only the first million Gold Ounce delineated by such resource estimate and not any additional resource estimate.
LIRECA is an "insider" of Sanatana pursuant to applicable Canadian securities laws. Accordingly, the Proposed Acquisition will constitute a "related party transaction" as such term is defined by Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The issuance of the Consideration Shares to LIRECA pursuant to the Definitive Agreement will need to comply with the requirements of MI 61-101. The Company is relying on the exemption from the formal valuation requirement pursuant to subsection 5.5(b) of MI 61-101, for the issuance of the Consideration Shares, as the Consideration Shares are not listed on a specified market, as determined in accordance with MI 61-101. The Company will need to obtain minority shareholder approval for the Proposed Acquisition pursuant to section 5.6 of MI 61-101 and TSX-V policies ("Shareholder Approval").
MI 61-101 requires the Company to call a shareholder meeting and to prepare a corresponding management information circular or filing statement containing detailed disclosure on the Proposed Acquisition (the "Disclosure Document") in order to obtain Shareholder Approval. The Company is actively preparing the Disclosure Document and is planning to hold the shareholder meeting on an accelerated timeline. Concurrently, the Company intends to apply to the Ontario Securities Commission (the "OSC") for an exemption from the shareholder meeting requirement in MI 61-101, as the Company believes it can obtain minority shareholder approval for the Proposed Acquisition through a written consent resolution. Notwithstanding the OSC's determination on the Company's application, the Company will prepare and file the Disclosure Document containing the prescribed disclosure as required by MI 61-101 and TSX-V polices.
The issuance of the Consideration Shares to LIRECA is expected to result in the creation of a new "Control Person" of the Company pursuant to the policies of the TSX-V, and along with the expectation that new shareholders will hold more than 50% of the outstanding voting securities of the Company following the closing of the Proposed Acquisition, the Concurrent Offering, and the Life Offering (as such terms are defined below), the Proposed Acquisition is expected to constitute an RTO. Pursuant to TSX-V's policies, the Company's common shares may be halted from trading pending the TSX-V's receipt and review of documentation regarding the Proposed Acquisition.
Closing of the Proposed Acquisition is subject to:
(i) requisite regulatory approval, including TSX-V approval;
(ii) customary closing conditions, including receipt of Shareholder Approval; and
(iii) any additional closing conditions set out in the Definitive Agreement.
No finder's fee was paid in connection with the Definitive Agreement.
The Company resulting from the RTO (the "Resulting Issuer") will carry on the business of Sanatana. It is expected that the Resulting Issuer will be classified as a Tier 2 Mining Issuer.
Concurrent Private Placements
In connection with the Definitive Agreement, Sanatana concurrently announces two non-brokered private placements for cumulative gross proceeds of up to $5,280,000 from the sale up to 3,000,000 common shares of the Company ("Common Shares") and up to 5,800,000 units of the Company (each, a "Unit") at a price of $0.60 per Common Share or Unit, respectively. 3,000,000 Common Shares are offered under a Listed Issuer Financing offering (the "LIFE Offering") and 5,800,000 Units are offered under a concurrent private placement offering (the "Concurrent Offering"). Both the LIFE Offering and the Concurrent Offering are non-brokered. The Concurrent Offering is subject to an over-allotment right pursuant to which the Company can increase the size of the entire financing by 15% (i.e. up to an additional $792,000 for aggregate gross proceeds of $6,072,000 provided that the over-allotment only consists of the Concurrent Offering).
Each Unit in the Concurrent Offering will consist of one Common Share and one-half of one share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to purchase one additional Common Share at a price of $0.95 per Common Share for a period of 36 months from the date of closing of the Concurrent Offering. The Warrants are non-transferable. The Life Offering is for Common Shares only and accordingly, has no warrant coverage.
The Warrants are subject to an acceleration clause whereby if the closing price of the Common Shares on the principal market on which such shares trade is equal to or exceeds $2.00 for 10 consecutive trading days (with the 10th such trading date hereafter referred to as the "Eligible Acceleration Date"), the Warrant expiry date shall accelerate to the date which is 30 calendar days following the date a news release is issued by the Company announcing the reduced Warrant term, provided, no more than five business days following the Eligible Acceleration Date: (i) the news release is issued; and (ii) notices are sent to all warrant holders.
The Concurrent Offering will be made available to accredited investors and other eligible investors in British Columbia, Ontario, Alberta and such other jurisdictions as the Company may decide in accordance with applicable laws. Units purchased in connection the Concurrent Offering will be subject to a four month and one day hold period from the date of issue.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions ("NI 45-106"), the LIFE Offering is being made to purchasers resident in all provinces of Canada, except Quebec, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106 and Coordinated Blanket Order 45-935 Exemptions From Certain Conditions of the Listed Issuer Financing Exemption. Subject to the rules and policies of the TSX-V, the Common Shares issued to Canadian resident subscribers in the LIFE Offering will not be subject to a hold period under applicable Canadian securities laws. Insiders and certain consultants that participate in the LIFE Offering would be subject to a four-month hold period in respect of securities issued pursuant to applicable policies of the TSX-V.
The Company will upload an offering document (the "Offering Document") related to the LIFE Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at www.sanatanaresources.com. Prospective investors should read this Offering Document before making an investment decision.
In addition to the LIFE Offering, the Company intends to complete the Concurrent Offering of up to 5,800,000 Units at $0.60 per unit for gross proceeds of up to $3,480,000.
The closing of the LIFE Offering is expected to occur by July 31, 2025, or such other date as the Company may agree, which must be within 45 days from the date hereof for the LIFE Offering. Closing of the LIFE Offering is not conditional upon the closing of the Concurrent Offering. Closing of the Concurrent Offering is expected to close concurrent with the RTO.
In connection with the LIFE Offering and the Concurrent Offering, the Company may pay finder's fees to certain eligible arm's length parties in accordance with the polices of the TSX-V in consideration for their efforts in introducing subscribers to the Company.
The Company intends to use the net proceeds from Concurrent Offering to pay the cash consideration for the Proposed Acquisition, for general expenses, exploration expenses, and as a possible reserve for an investor relations program. The Company intends that the net proceeds from the LIFE Offering will be used to augment working capital and for the purposes specifically described in the Offering Document.
The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
Other Details Relevant to the RTO
Insiders, Officers and Board of Directors of the Resulting Issuer
As disclosed in the Company's news release dated May 5, 2025, announcing the Gold Strike Two acquisition, LIRECA was given a right, but not the obligation, to nominate one director to the Company's board of directors (the "Board"). Pursuant to the terms of the Definitive Agreement, LIRECA has been given the right, but not the obligation, to designate its nominee to act as the chair of the Board.
Upon completion of the Proposed Acquisition, it is anticipated that the board of directors of the Resulting Issuer shall consist of the same directors currently comprising the Board, with the possibility of an additional director to be designated by LIRECA. The parties expect Peter Miles to act as Chief Executive Officer of the Resulting Issuer.
Sponsorship and Financial Statements
The Proposed Acquisition may require sponsorship under the policies of the TSX-V unless an exemption from sponsorship is granted. The Company intends to apply for an exemption from sponsorship requirements of the TSX-V in connection with the Proposed Acquisition. There can be no assurance that such exemption will ultimately be granted.
Similarly, Sanatana will be seeking an exemption from the requirement under TSX-V policies to include financial statements with respect to the Gold Strike One Project and the Abitibi Project in the Disclosure Document, given that the Proposed Acquisition is an acquisition of mineral claims (not a business combination or an acquisition of a business).
Name Change
Concurrent with closing the RTO, Sanatana expects to change its name to Gold Strike Resources Corp. to better reflects the Company's mineral properties in Yukon and British Columbia.
Quality Assurance and Quality Control (QA/QC)
Rock, soil, and silt samples were submitted to ALS Geochemistry in Whitehorse, YT, using a chain of custody, flown from site to Mayo and then trucked to Whitehorse. ALS is an independent laboratory with ISO/IEC 17025:2017 and ISO 9001:2015 registration. Prepped samples were then sent to ALS in Vancouver for analysis.
Rock samples were prepared with PREP-31BN then analyzed by ME-ICP61 and Au-AA24. Silt and soil samples were prepared with SCR-41 then analyzed by ME-ICP41 and Au-AA24. Both rock and soils underwent a four-acid digestion.
Soil samples that yielded insufficient minus fraction material for fire assay were resubmitted for PREP-31BN on the coarse reject and analyzed with Au-AA23.
One reference standard and one blank were submitted with the soil and rock samples. The standard used was an OREAS 502d Certified Reference Material for porphyry copper-gold-molybdenum. The standard returned results as expected and the blank reported under detection limits.
Technical Information
The technical information in this news release was prepared under the supervision of Derek Torgerson P.Geo, B.Sc Geology. Mr. Torgerson is a Qualified Person for the purposes of NI 43-101 and has reviewed and approved the technical information disclosed in this news release. Mr. Torgerson is independent of the Company for the purposes of NI 43-101.
About the Company
Sanatana Resources Inc. is a mineral exploration and development company focused on high-impact properties in Canada. With an award-winning technical team and experienced management and board of directors, Sanatana is based in Vancouver and is listed on the TSX Venture Exchange (TSX-V: STA).
About the Florin Group
The Florin Group, led by its principal John Fiorino, has been in mineral exploration and project generation in excess of 20 years. With notable discoveries and projects advancements.
The Florin Gold Group is a mining project generator with a portfolio of projects across Canada, with a primary focus on projects in Yukon. The Florin Group's mandate is to generate projects that have geological settings, potential historic data, geochemistry, geophysics and importantly an active mining camp ideally within 1-2 km of a discovery or active drilling.
SANATANA RESOURCES INC.
(signed) "Peter Miles"
Peter Miles
Chief Executive Officer
Completion of the proposed transaction is subject to a number of conditions, including but not limited to, TSX-V acceptance and, if applicable, pursuant to the requirements of the TSX-V, disinterested shareholder approval. Where applicable, the proposed transaction cannot close until any required shareholder approvals are obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the proposed transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Sanatana Resources Inc. should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
Cautionary Statements and "Forward-Looking" Information
Investors are cautioned that Sanatana has not verified the data from Snowline's Valley Deposit. Further, the presence and style of mineralization on Snowline's Valley Deposit is not necessarily indicative of similar mineralization on the Gold Strike One Project.
This news release contains forward-looking statements within the meaning of applicable securities laws. The use of any of the words "anticipate", "plan", "continue", "expect", "estimate", "objective", "may", "will", "project", "should", "predict", "potential" and similar expressions are intended to identify forward-looking statements. In particular, this news release contains forward-looking statements concerning the Definitive Agreement, LIFE Offering, the Concurrent Offering, the completion of the LIFE Offering and the Concurrent Offering, closing of the RTO, planned exploration, the management of the Resulting Issuer, and the use of proceeds from the LIFE Offering and the Concurrent Offering.
Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company cannot give any assurance that they will prove correct. Since forward looking statements address future events and conditions, they involve inherent assumptions, risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of assumptions, factors and risks. These assumptions and risks include, but are not limited to, assumptions and risks associated with mineral exploration generally and results from anticipated and proposed exploration programs, conditions in the equity financing markets, and assumptions and risks regarding receipt of regulatory and shareholder approvals.
Management has provided the above summary of risks and assumptions related to forward looking statements in this press release in order to provide readers with a more comprehensive perspective on the Company's future operations. The Company's actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits the Company will derive from them. These forward-looking statements are made as of the date of this press release, and, other than as required by applicable securities laws, the Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise.
Neither TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
1 See Snowline's news release dated June 23, 2025.
2 PPM means parts per million
3 PPB means parts per billion.
4 $1,800,000 of the cash consideration will be paid to LIRECA for partial consideration for the Gold Strike One Project and $200,000 of the cash consideration will be paid to Florin for full consideration for the Abitibi Property. 100% of the share consideration will be paid to LIRECA for partial consideration for the Gold Strike One Project.
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