Sparton Announces Private Placement of up to C$500,000
Sparton Announces
Private Placement of up to C$500,000
Not for distribution to United States Newswire Services or for dissemination in the United States
TORONTO, December 1, 2022 – Sparton Resources Inc. (TSXV-SRI) (“Sparton” or the “Company”)
is pleased to announce a non-brokered private placement (the “Offering”) for gross proceeds of up to
C$500,000 from the sale of up to 6,250,000 flow-through units of the Company (each, a “FT Unit”) at a
price of C$0.08 per FT Unit. Red Cloud Securities Inc. will be acting as a finder in connection with the
Offering.
Each FT Unit will consist of one common share of the Company to be issued as a “flow-through share”
within the meaning of the Income Tax Act (Canada) (each, a “FT Share”) and one half of one common
share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder thereof
to purchase one common share of the Company (each, a “ Warrant Share”) at a price of C$0.12 for a
period of 24 months following the issue date.
The Company intends to use the proceeds of the Offering for the exploration of the Company’s projects
in Ontario and elsewhere in Canada as necessary . The gross proceeds from the issuance of the FT
Shares 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 (the “Qualifying Expenditures”),
which will be renounced with an effective date no later than December 31, 202 2 to the purchasers of
the FT Units in an aggregate amount not less than the gross proceeds raised from the issue of the FT
Shares. If the Qualifying Expenditures are reduced by the Canada Revenue Agency, the Company will
indemnify each subscriber of FT 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 is subject to receipt of all necessary regulatory approvals including the TSX
Venture Exchange. Finder’s fees will be payable in accordance with the policies of the TSX Venture
Exchange. The FT Shares, Warrant Shares and any common shares of the Company that are issuable
from any finder’s warrants will be subject to a hold period ending on the date that is four months plus
one day following the issue date in accordance with applicable securities laws.
The securities offered have not been, and will not be, registered under the United States Securities Act
of 1933, as amended (the " U.S. Securities Act ") or any U.S. state securities laws, and may not be
offered or sold in the United States or to, or for the account or benefit of, United States persons absent
registration or an applicable exemption from the registration requirements of the U.S. Securities Act
and applicable U.S. state securities laws. This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.
For more information, contact:
A. Lee Barker, M.A.Sc., P.Eng.
President & CEO
Tel./Fax: 647-344-7734 or Mobile: 416-716-5762
Email: [email protected]
Website: www.spartonres.ca
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.
Forward-Looking Statements
Information set forth in this news release involves forward -looking statements under applicable
securities laws. The forward -looking statements contained herein include, but are not limited to,
financings and transactions being pursued, and all such forward-looking statements are expressly
qualified in their entirety by this cautionary statement. The forward -looking statements included in
this news release are made as of the date hereof and the Company disclaims any intention or
obligation to update or revise any forward-looking statements, whether as a result of new information,
future events or otherwise, except as expressly required by applicable securities legislation. Although
the Company believes that the expectations represented in such fo rward-looking statements are
reasonable, there can be no assurance that such expectations will prove to be correct and,
accordingly, undue reliance should not be put on such forward -looking statements. This news
release does not constitute an offer to sell or solicitation of an offer to buy any of the securities
described herein.
We Seek Safe Harbour