Sarama Resources Closes Private Placement
July 29, 2021
Not for Distribution to a United States Newswire or for Dissemination in the United States
SARAMA RESOURCES CLOSES PRIVATE PLACEMENT
VANCOUVER, CANADA. Sarama Resources Ltd. (“Sarama” or the “Company”) is pleased to report that it has closed its
previously announced non-brokered private placement (the “Private Placement”) (refer to Sarama news releases dated
July 14, 2021 and July 15, 2021).
The Company has raised aggregate gross proceeds of C$2,042,678 and issued 9,727,037 units (the “ Units”) of the
Company at C$0.21 per Unit. Each Unit is comprised of one common share of the Company and one-half of one common
share purchase warrant (each full warrant, a “Warrant”), with each Warrant being exercisable to purchase one common
share of the Company at an exercise price of C$0.28 until July 28, 2024. The Company issued an aggregate of 9,727,037
common shares and 4,863,517 Warrants.
Sarama’s CEO, Andrew Dinning, commented: “We are very pleased with the strong investor support shown from our
existing shareholders and welcome a number of new shareholders including three specialised resource funds.
The spread of new investors and rapid take up of this placement further supports our view that Sarama remains one of
the best value gold developers in the market.
The funds raised will be used to provide the Company with more flexibility around timing of the planned ASX listing and
to commit to work programs notionally scheduled to commence at the start of the next field season in November
2021.”
The net proceeds from the Private Placement are intended to be used for working ca pital and for general corporate
purposes.
In connection with the Private Placement, Sarama paid finders’ fees totalling C$72,000 to arm’s length parties in
accordance with the policies of the TSX Venture Exchange.
The Private Placement is considered a “related party transaction” pursuant to Multilateral Instrument 61 -101 –
Protection of Minority Security Holders in Special Transactions (“MI 61-101”) because certain insiders of the Company
(the “Insiders”) have acquired an aggregate of 796,6 04 common shares and 398,301 Warrants. The Company was
exempt from the requirement to obtain a formal valuation or minority shareholder approval in connection with the
Insiders’ participation in the Private Placement in reliance of Sections 5.5(b) and 5. 7(1)(a) of MI 61 -101. A material
change report will be filed in connection with the participation of Insiders in the Private Placement less than 21 days in
advance of the closing of the Private Placement, which the Company deems reasonable in the circumsta nces so as to
be able to avail itself of potential financing opportunities and to complete the Private Placement in an expeditious
manner. The securities issued under the Private Placement, including any securities issued upon the exercise of the
Warrants, are subject to a hold period expiring November 29, 2021.
The Units have not been and will not be registered under the U.S. Securities Act of 1933, as amended, (the “ U.S.
Securities Act”) or any state securities laws and may not be offered or sold within the United States unless registered
under the U.S. Securities Act and applicable state securities laws or an exemption from registration is available.
For further information on the Company’s activities, please contact:
Andrew Dinning or Lui Evangelista
t: +61 (0) 8 9363 7600
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ABOUT SARAMA RESOURCES LTD.
Sarama Resources Ltd . (TSX-V: SWA ) is a West African focused gold explorer and developer with substantial
landholdings in south-west Burkina Faso. Sarama is focused on maximising the value of its strategic assets and advancing
its key projects towards development.
Sarama’s Sanutura Project, in which the Company holds a 100% interest, is located within the prolific Houndé and
Boromo Greenstone Belts in south-west Burkina Faso and is the exploration and development focus of the Company.
Its exploration programs have successfully discovered a mineral resource of 0.6Moz gold (indicated) and 1.9Moz gold
(inferred)(1,4) which is complemented by the Bo ndi Deposit(4) (historical estimate of mineral resources of 0.3Moz Au
measured and indicated and 0.1Moz Au inferred(2,4)).
Together, the deposits present a potential development opportunity whereby a significant, long-life CIL project can be
established and paid for by the significant oxide resource base.
Sarama has built further optionality into its portfolio including a 600km² exploration position in the highly prospective
Banfora Belt in south-western Burkina Faso. The Koumandara Project hosts several regional -scale structural features
and trends of gold-in-soil anomalism extending for over 40km along strike.
Sarama also holds approximately 1 8% participating interest in the Karank asso Project Joint Venture ( “JV”) which is
situated adjacent to the Company’s Sanutura Project in Burkina Faso and is a JV between Sarama and Endeavour Mining
Corp ( “Endeavour”) in which Endeavour is the operator of the JV. In February 2020, an updated min eral resource
estimate of 709koz gold(3) was declared for the Karankasso Project JV.
The Company’s Board and management team have a proven track record in Africa and a strong history in the discovery
and development of large -scale gold deposits. Sarama is well positioned to build on its current success with a sound
strategy to surface and maximise the value of its property portfolio.
FOOTNOTES
1. Sanutura Project, Tankoro Deposit - mineral resource estimate - 9.4Mt @ 1.9g/t Au for 0.6Moz Au (indicate d) plus 43.6Mt @ 1.4g/t Au for
1.9Moz (inferred), reported at cut-off grades ranging 0.2-1.6g/t Au, reflecting the mining methods and processing flowsheets assumed to assess
the likelihood of the mineral resources to have reasonable prospects for eventual economic extraction. The effective date of the Company’s
inferred mineral resource estimate is September 8, 2020. For further information regarding the mineral resource estimate please refer to the
technical report titled “ NI 43 -101 Technical Report, Sanut ura Project, South -West Burkina Faso ”, dated October 20, 2020 (effective date:
September 8, 2020) and prepared by Paul Schmiede, Adrian Shepherd & Fred Kock. The technical report is available under Sarama’s profile on
SEDAR at www.sedar.com.
2. Bondi Deposit - 4.1Mt @ 2.1g/t Au for 282,000oz Au (measured and indicated) plus 2.5Mt @ 1.8g/t Au for 149,700oz Au (inferred), reported at
a 0.5 g/t Au cut-off.
i. The historical estimate of the Bondi Deposit reflects a mineral resource estimate compiled by Orezone Gold C orporation (“Orezone”)
and has an effective date of February 20, 2009. The historical estimate is contained in a technical report titled “Technical Report on the
Mineral Resource of the Bondigui Gold Project ”, dated date of February 20, 2009 and prepared by Yves Buro (the “ Bondi Technical
Report”). Yves Buro is an employee of Met -Chem Canada Inc and is independent of Orezone and Sarama. The technical report is
available under Orezone’s profile on SEDAR at www.sedar.com
ii. Sarama believes that the historical estimate is relevant to investors’ understanding of the property, as it reflects the most recent and
substantive technical work undertaken in respect of the Bondi Deposit.
iii. The historical estimate was informed by 886 drill holes, assayed for gold by cyanidation methods, which were used to interpret
mineralised envelopes and geological zones over the area of the historical estimate. Gold grade interpolation was undertaken using
ID² methodology based on input parameters derived from geostatistical and geological analyses assessments. Field measurements and
geological logging of drillholes were used to determine weathering boundaries and bulk densities for modelled blocks.
iv. The historical estimate uses the mineral resource reporting categories required under National Instrument 43 -101.
v. No more recent estimates of the mineral resource or other data are available.
vi. Sarama is currently undertaking the necessary verification work in the field and on the desktop that may support the future
reclassification of the historical estimate to a mineral resource.
vii. A qualified person engaged by Sarama has not undertaken sufficient work to verify the historical estimate as a current mineral resource
and Sarama is therefore not treating the historical estimate as a current mineral resource.
3. Karankasso Project current mineral resource estimate – the current mineral resource estimate for the Karankasso Project of 12.74Mt @ 1.73g/t
Au for 709koz Au (effective date of December 31, 2019) w as disclosed on February 24, 2020 by Semafo Inc ( “Semafo”, since acquired by
Endeavour Mining Corp. “ Endeavour”). For further information regarding that mineral resource estimate, refer to the news release “ Semafo:
Bantou Project Inferred Resources Increas e to 2.2Moz ” dated February 24, 2020 and Semafo: Bantou Project NI43 -101 Technical Report –
Mineral Resource Estimate ” dated April 3, 2020. The news release and technical report are available under Semafo’s and Endeavour’s profile
on SEDAR at www.sedar.com . The mineral resource estimate was fully prepared by, or under the supervision of Semafo. Sarama has not
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independently verified Semafo’s mineral resource estimate and takes no responsibility for its accuracy. Semafo, and now Endeavour, is the
operator of the Karankasso Project JV and Sarama is relying on their Qualified Persons’ assurance of the validity of the mine ral resource
estimate. Additional technical work has been undertaken on the Karankasso Project since the e ffective date but Sarama is not in a position to
quantify the impact of this additional work on the mineral resource estimate referred to above.
4. The Djarkadougou and the Tankoro Exploration Permits which host the Bondi and Tankoro Deposits respectively, ar e going through a process
with the government of Burkina Faso and the Company anticipates them to be re -issued as new, full-term exploration permits. The Company is
in discussion with senior government officials to expedite this process and anticipates the se permits will be issued in due course, though there
can be no assurance that the process will be successfully completed on a timely basis, or at all.
CAUTION REGARDING FORWARD LOOKING STATEMENTS
Information in this news release that is not a statement o f historical fact constitutes forward -looking information. Such forward -looking information
includes, but is not limited to, the use of proceeds from the Private Placement, the expectation that Sarama will file a mate rial change report, timing,
prospects and any conditions that may be imposed on the re -issuance of the Tankoro and Djarkadougou Exploration Permits by the Government of
Burkina Faso, the Company’s future exploration and development plans (including its planned drilling campaign), the completio n of its ASX listing, the
potential for the Sanutura, Koumandara and Karankasso Projects to host economic mineralisation, the potential to expand the present oxide
component of the existing estimated mineral resources at the Sanutura Project, the reliabilit y of the historical estimate of mineral resources at the
Bondi Deposit, and the potential for the receipt of regulatory approvals. Actual results, performance or achievements of the Company may vary from
the results suggested by such forward -looking statem ents due to known and unknown risks, uncertainties, and other factors. Such factors include,
among others, that the business of exploration for gold and other precious minerals involves a high degree of risk and is highly speculative in nature;
mineral resources are not mineral reserves, they do not have demonstrated economic viability, and there is no certainty that they can be upgraded to
mineral reserves through continued exploration; few properties that are explored are ultimately developed into produci ng mines; geological factors;
the actual results of current and future exploration; changes in project parameters as plans continue to be evaluated, as well as those factors disclosed
in the Company’s publicly filed documents.
There can be no assurance tha t any mineralisation that is discovered will be proven to be economic, or that future required regulatory licensing or
approvals will be obtained. However, the Company believes that the assumptions and expectations reflected in the forward- looking information are
reasonable. Assumptions have been made regarding, among other things, the Company’s ability to carry on its exploration activ ities, the sufficiency
of funding, the timely receipt of required approvals, the price of gold and other precious metals, t hat the Company will not be affected by adverse
political events, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company to obtain further
financing as and when required and on reasonable terms. Reade rs should not place undue reliance on forward- looking information.
Sarama does not undertake to update any forward- looking information, except as required by applicable laws.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term i s defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
QUALIFIED PERSONS’ STATEMENT
Scientific or technical information in this disclosure that relates to the preparation of the Company’s mineral resource estimate for the Tankoro Deposit
within the Sanutura Project is based on information compiled or approved by Paul Schmiede. Paul Schmiede is an employee of Sarama Resources Ltd
and is a Fellow in good standing of the Australasian Institute of Mining and Metallurgy. Paul Schmiede has sufficient experie nce which is relevant to
the commodity, style of mineralisation under consideration and activity which he is undertaking to qualify as a Qualified Person under National
Instrument 43-101. Paul Schmiede consents to the inclusion in this disclosure of the information, in the form and context in which it appea rs.
Scientific or technical information in this disclosure, in respect of the Bondi Deposit relating to mineral resource and expl oration information drawn
from the Technical Report prepared for Orezone on that deposit has been approved by Guy Scherrer. Guy Scherrer is an employee of Sarama Resources
Ltd and is a member in good standing of the Ordre des Géologues du Québec and has sufficient experience which is relevant to the commodity, style
of mineralisation under consideration and activity which he is undert aking to qualify as a Qualified Person under National Instrument 43 -101. Guy
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 Paul Schmiede. Paul Schmiede is an employee of Sarama Resources Ltd and is a Fellow in good standing
of the Austra lasian Institute of Mining and Metallurgy. Paul Schmiede has sufficient experience which is relevant to the commodity, style of
mineralisation under consideration and activity which he is undertaking to qualify as a Qualified Person under National Instr ument 43 -101. Paul
Schmiede consents to the inclusion in this disclosure of the information, in the form and context in which it appears. Paul Schmiede and Sarama have
not independently verified Semafo’s (now Endeavour’s) mineral resource estimate and take no responsibility for its accuracy .