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SCOT.V ·

OR FOR Dissemination IN the United States/

Financings

Scottie Resources Announces

Amendment to Private Placement and

Closing of First Tranche

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE

SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

VANCOUVER, BC, Oct. 4, 2023 /CNW/ - Scottie Resources Corp.

(TSXV: SCOT) (OTCQB: SCTSF) (FSE: SR8) ("Scottie" or

the "Company") is pleased to announce that, further to the

Company's news release dated September 8, 2023 (the "Initial News

Release"), the Company has closed the first tranche (the "First

Tranche") of its non-brokered private placement (the "Private

Placement"). Under the First Tranche, the Company issued

3,985,000 non flow-through units (the "NFT Units") at a price of $0.23

per NFT Unit for gross proceeds of $916,550. Each NFT Unit consists

of one common share in the capital of the Company (a "Share") and

one-half of one common share purchase warrant (each whole warrant

a "Warrant"). Each Warrant entitles the holder to purchase an

additional Share (a "Warrant Share") at an exercise price of $0.35 per

Warrant Share for a period of two (2) years from the date of issuance.

In connection with the First Tranche, the Company issued 236,100

finder's warrants (each a "Finder's Warrant") and paid cash

commissions of $53,303 to certain finders. Each Finder's Warrant

entitles the holder thereof to purchase one Share of the Company at a

price of $0.23 per Share for a period of two (2) years from the date of

issuance.

The Company intends to use the proceeds of the First Tranche for

general working capital and administrative purposes.

The securities offered in the First Tranche are subject to a four month

and a day transfer restriction from the date of issuance expiring on

February 5, 2024, in addition to such other restrictions as may apply

under applicable securities laws of jurisdictions outside Canada.

Amendment to Private Placement

The Company also announces certain amendments to the terms of

the Private Placement as disclosed in the Initial News Release.

The remaining tranches of the Private Placement will be comprised of

a combination of: (i) flow-through common shares (the "FT Shares")

that will qualify as a "flow-through share" within the meaning of

subsection 66(15) of the Income Tax Act (Canada) (the "Tax Act"), to

be sold at a price of $0.24 per FT Share for gross proceeds of up to

$1,000,000 (the "FT Offering"); and (ii) charity flow-through units (the

"Charity FT Units") to be sold at a price of $0.33 per Charity FT Unit

for gross proceeds of up to $1,000,000 (the "Charity FT Offering").

Each Charity FT Unit will consist of one FT Share and one-half of one

Warrant. Each Warrant will entitle the holder thereof to purchase one

Warrant Share for a period of two (2) years from the date of issuance

at an exercise price of $0.35 per Warrant Share.

The Company intends to use the gross proceeds raised from the FT

Offering and the Charity FT Offering for exploration and related

programs on the Company's Scottie and Blueberry mineral properties

which qualify as "Canadian Exploration Expenses" as such term is

defined in paragraph (f) of the definition of "Canadian exploration

expense" in subsection 66.1(6) of the Tax Act, and "flow through

mining expenditures" as defined in subsection 127(9) of the Tax Act

that will qualify as "flow-through mining expenditures", and "BC flow-

through mining expenditures" as defined in subsection 4.721(1) of the

Income Tax Act (British Columbia), which will be incurred on or before

December 31, 2024 and renounced with an effective date no later

than December 31, 2023, to the initial purchasers of Charity FT Units

and FT Shares.

The Company may pay finders' fees comprised of cash and Finder's

Warrants in connection with the FT Offering and the Charity FT

Offering, subject to compliance with the policies of the TSX Venture

Exchange. All securities issued and sold under the FT Offering and

the Charity FT Offering will be subject to a hold period expiring four

months and one day from their date of issuance. Completion of the FT

Offering and the Charity FT Offering and the payment of any finders'

fees remain subject to the receipt of all necessary regulatory

approvals, including the approval of the TSX Venture Exchange.

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.

Cautionary and Forward-Looking Statements

This news release does not constitute an offer to sell or a solicitation

of an offer to buy nor shall there be any sale of any of the securities in

any jurisdiction in which such offer, solicitation or sale would be

unlawful, including any of the securities in the United States of

America. The securities have not been and will not be registered

under the United States Securities Act of 1933, as amended (the

"1933 Act") or any state securities laws and may not be offered or sold

within the United States or to, or for account or benefit of, U.S.

Persons (as defined in Regulation S under the 1933 Act) unless

registered under the 1933 Act and applicable state securities laws, or

an exemption from such registration requirements is available.

This news release includes certain statements and information that

may constitute forward-looking information within the meaning of

applicable Canadian securities laws. Forward-looking statements

relate to future events or future performance and reflect the

expectations or beliefs of management of the Company regarding

future events. Generally, forward-looking statements and information

can be identified by the use of forward-looking terminology such as

"intends" or "anticipates", or variations of such words and phrases or

statements that certain actions, events or results "may", "could",

"should", "would" or "occur". This information and these statements,

referred to herein as "forward‐looking statements", are not historical

facts, are made as of the date of this news release and include without

limitation, statements regarding discussions of future plans, estimates

and forecasts and statements as to management's expectations and

intentions with respect to, among other things, completion of the

Private Placement, the use of proceeds from the Private Placement

and the payment of finders' fees under the Private Placement.

These forward‐looking statements involve numerous risks and

uncertainties and actual results might differ materially from results

suggested in any forward-looking statements. These risks and

uncertainties include, among other things, the Company not receiving

the necessary regulatory approvals in respect of the Private

Placement; recent market volatility; and the state of the financial

markets for the Company's securities.

In making the forward looking statements in this news release, the

Company has applied several material assumptions, including without

limitation, that the Company will receive the necessary regulatory

approvals in respect of the Private Placement.

Although management of the Company has attempted to identify

important factors that could cause actual results to differ materially

from those contained in forward-looking statements or forward-looking

information, there may be other factors that cause results not to be as

anticipated, estimated or intended. There can be no assurance that

such statements will prove to be accurate, as actual results and future

events could differ materially from those anticipated in such

statements. Accordingly, readers should not place undue reliance on

forward-looking statements and forward-looking information. Readers

are cautioned that reliance on such information may not be

appropriate for other purposes. The Company does not undertake to

update any forward-looking statement, forward-looking information or

financial out-look that are incorporated by reference herein, except in

accordance with applicable securities laws. We seek safe harbor.

SOURCE Scottie Resources Corp.

View original content to download multimedia:

http://www.newswire.ca/en/releases/archive/October2023/04/c6942.ht

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%SEDAR: 00031828E

For further information: Brad Rourke, President and CEO, +1 250

877 9902, [email protected]; Gordon Robb, Business

Development, +1 250 217 2321, [email protected]

CO: Scottie Resources Corp.

CNW 17:06e 04-OCT-23