15:08:39 EDT Tue 14 May 2024
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Sarama Resources Ltd (2)
Symbol SWA
Shares Issued 137,922,169
Close 2023-06-21 C$ 0.085
Market Cap C$ 11,723,384
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Sarama closes $362,564 (Aus) final tranche of placement

2023-06-21 12:30 ET - News Release

Mr. Andrew Dinning reports

SARAMA COMPLETES SECOND AND FINAL TRANCHE OF PLACEMENT TO ADVANCE PEA

On June 21, 2023, Sarama Resources Ltd. completed the previously announced $2-million (Australian) equity placement (refer to Sarama news releases dated April 3, 2023, and April 13, 2023).

The final tranche 2 non-delivery versus payment (non-DvP) portion of the placement raised aggregate gross proceeds of $362,564 (Australian) with the company issuing 3,625,640 Chess depository instruments (CDIs) at an issue price of 10 Australian cents per CDI. Each new CDI issued under the placement will rank equally with existing CDIs on issue and each CDI will represent a beneficial interest in one common share of the company. The company has also issued 1,812,820 free attaching unlisted options being one placement option for every two new CDIs issued pursuant to the tranche 2 non-DvP portion of the placement.

Tranche 1 of the placement, completed on April 13, 2023, raised aggregate gross proceeds of $1,375,000 (Australian) with the company issuing 13.75 million CDIs at an issue price of 10 Australian cents per CDI. The company also issued 6,875,000 placement options. The tranche 2 DvP portion of the placement, completed on June 14, 2023, raised aggregate gross proceeds of $262,436 (Australian) with the company issuing 2,624,360 CDIs at an issue price of 10 Australian cents per CDI. The company also issued 1,312,180 placement options. Each placement option will be exercisable at 15 Australian and will expire on June 21, 2026.

Tranche 2 of the placement was issued to institutional and other sophisticated and professional investors upon receipt of shareholder approval, as required by the Australian Securities Exchange listing rules, at its annual general meeting held on June 6, 2023 (Vancouver time)/June 7, 2023 (Perth time). An appendix 2A was announced to ASX on June 21, 2023, and provides further detail on the issue of the tranche 2 non-DvP placement CDIs.

The net proceeds from the placement are intended to be used to complete a preliminary economic assessment to evaluate an accelerated multistage development at the Sanutura project and to finance administration and general working capital costs.

Sarama's chief executive officer, Andrew Dinning, commented:

"We are very pleased with the strong support shown from our existing shareholders and welcome a number of new institutional, professional and sophisticated investors. The strong support shown by existing shareholders supports the company's view that Sarama remains one of the best value gold developers in the market.

"The funds raised will be used to evaluate an accelerated multistage development at the Sanutura project which we believe has the potential to generate a very compelling investment case based on the extensive oxide resource and related grade and cost profile."

In connection with the tranche 2 non-DvP portion of the placement, Sarama paid finders' fees totalling $3,626 (Australian) to Euroz Hartleys Ltd. an arm's-length party in accordance with the policies of the TSX Venture Exchange, which acted as sole lead manager and bookrunner to the placement.

Members of Sarama's board and management have subscribed for an aggregate 500,000 CDIs (together with the attaching placement options) in the placement. Each of the directors and officers who participates in the placement will be a related party of the company within the meaning of that term in Canadian Multilateral Instrument 61-101 -- Protection of Minority Shareholders in Special Transactions. Participation by them in the placement is therefore a related party transaction within the meaning of MI 61-101. Pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, the company was exempt from obtaining a formal valuation and minority approval of the company's shareholders in respect of the placement due to the fair market value of their participation being below 25 per cent of the company's market capitalization for the purposes of MI 61-101. The company will file a material change report in respect of the placement which will detail the participation by any directors and officers of the company. It is expected that the material change report will be filed more than 21 days prior to the completion of the placement in respect of any participating directors and officers. Each of the directors and officers who participate in the placement will be subject to an exchange hold period imposed by the TSX Venture Exchange on the CDIs and placement options issued to such persons. The exchange hold period will expire four months from the date of issue of the securities.

Cleansing notice under Section 708A(5)(e) of the Australian Corporations Act 2001 (Cth)

The Australian Corporations Act 2001 (Cth) restricts the offer for sale of securities without a disclosure document unless the relevant sale satisfies an exemption set out in Section 708 or Section 708A of the corporations act. The Australian and Securities Investments Commission class order (CO 14/827) provides relief so that an offer of CDIs over underlying foreign securities is regulated as an offer of securities under the corporations act. The company seeks to rely on an exemption in Section 708A of the corporations act (as modified by the class order) with respect to any sale of the CDIs.

As required by Section 708A(5)(e) of the corporations act as modified by the class order, the company gives notice that:

  1. The CDIs were issued without disclosure to investors under Part 6D.2 of the corporations act.
  2. The company, as at the date of this notice, has complied with:
    • The provisions of Section 601CK of the corporations act as they apply to the company;
    • Sections 674 and 674A of the corporations act.
  3. As at the date of this notice, there is no information, for the purposes of sections 708A(7) and 708A(8):
    • That has been excluded from a continuous disclosure notice in accordance with the ASX listing rules;
    • That investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:
      • The assets and liabilities, financial position and performance, profits and losses, and prospects of the company;
      • The rights and liabilities attaching to the CDIs.

About Sarama Resources Ltd.

Sarama Resources is a West African-focused gold explorer/developer with substantial landholdings in southwest Burkina Faso. Sarama is focused on maximizing the value of its strategic assets and advancing its key projects toward development.

Sarama's 100-per-cent-owned Sanutura project is principally located within the prolific Hounde greenstone belt in southwest Burkina Faso and is the exploration and development focus of the company. The project hosts the Tankoro and Bondi deposits which have a combined mineral resource of 600,000 ounces gold (indicated) plus 2.3 Moz gold (inferred).

Qualified persons statement

Scientific or technical information in this disclosure that relates to the preparation of the mineral resource estimate for the Sanutura project is based on information compiled or approved by Paul Schmiede. Mr. Schmiede is an employee of Sarama Resources and is a fellow in good standing of the Australasian Institute of Mining and Metallurgy. Mr. Schmiede has sufficient experience which is relevant to the commodity, style of mineralization under consideration and activity which he is undertaking to qualify as a qualified person under National Instrument 43-101. Mr. Schmiede consents to the inclusion in this news release of the information, in the form and context in which it appears.

Scientific or technical information in this disclosure that relates to exploration activities at the Sanutura project is based on information compiled or approved by Guy Scherrer. Mr. Scherrer is an employee of Sarama Resources and is a member in good standing of the Ordre des Geologues du Quebec and has sufficient experience which is relevant to the commodity, style of mineralization under consideration and activity which he is undertaking to qualify as a qualified person under National Instrument 43-101. Mr. Scherrer consents to the inclusion in this disclosure of the information, in the form and context in which it appears.

Scientific or technical information in this disclosure that relates to the quotation of the Karankasso project's mineral resource estimate and exploration activities is based on information compiled by Mr. Schmiede. Mr. Schmiede is an employee of Sarama Resources and is a fellow in good standing of the Australasian Institute of Mining and Metallurgy. Mr. Schmiede has sufficient experience which is relevant to the commodity, style of mineralization under consideration and activity which he is undertaking to qualify as a qualified person under National Instrument 43-101. Mr. Schmiede consents to the inclusion in this disclosure of the information, in the form and context in which it appears. Mr. Schmiede and Sarama have not independently verified Semafo's (now Endeavour's) mineral resource estimate and take no responsibility for its accuracy.

We seek Safe Harbor.

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