SABRE GOLD ANNOUNCES NON-BROKERED PRIVATE PLACEMENT OF UNITS
13 Dezembro 2022 - 10:00AM
Sabre Gold Mines Corp. (TSX: SGLD, OTCQB: SGLDF)
(“Sabre Gold” or the “Company”)
is pleased to announce a non-brokered private placement of units
(the “Units”) for aggregate gross proceeds of a
minimum of $680,000 and up to maximum of $1.5 million at a price of
C$0.17 per Unit (the “Offering”).
Each Unit will consist of one common share in
the capital of the Company and one-half of one common share
purchase warrant (each whole warrant, a
“Warrant”). Each Warrant shall entitle the holder
to acquire an additional common share at a price of $0.30 for a
period of 24 months following the closing of the Offering.
The Units will be offered by way of the “listed
issuer” exemption under National Instrument 45-106 – Prospectus
Exemptions in all the provinces of Canada with the exception of
Quebec. A potential investor resident in Canada (except Quebec) is
not required to be an “accredited investor” under applicable
Canadian securities laws to participate in the Offering. The
securities forming part of the Units are expected to be immediately
freely tradeable under applicable Canadian securities legislation
if sold to purchasers resident in Canada.
The proceeds from the sale of the Units will be
used for advancing the engineering at the Company’s Copperstone
Project, permitting work at the Company’s Brewery Creek Project and
general working capital purposes.
The closing of the Offering may occur in one or
more tranches with the final tranche expected to occur on or before
January 27, 2023 and is subject to receipt of all necessary
regulatory approvals, including the approval of the TSX.
Certain insiders of the Company may acquire
Units in the Offering equal to approximately $450,000. Any
participation by insiders in the Offering would constitute a
“related party transaction” as defined under Multilateral
Instrument 61-101 Protection of Minority Security Holders in
Special Transactions (“MI 61-101“). However, the
Company expects such participation would be exempt from the formal
valuation and minority shareholder approval requirements of MI
61-101 as the fair market value of the Units subscribed for by the
insiders, nor the consideration for the Units paid by such
insiders, would exceed 25% of the Company’s market
capitalization.
An offering document related to the Offering
will be filed and accessible under the Company’s profile at
www.sedar.com and at the Company’s website at www.sabre.gold.
Prospective investors should read this offering document before
making an investment decision.
The securities issued pursuant to the Offering
have not, nor will they be registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold
within the United States or to, or for the account or benefit of,
U.S. persons in the absence of U.S. registration or an applicable
exemption from the U.S. registration requirements. This news
release shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of the securities in
the United States or in any other jurisdiction in which such offer,
solicitation or sale would be unlawful.
About Sabre Gold Mines
Corp.
Sabre Gold is a diversified, multi-asset
near-term gold producer in North America which holds 100-per-cent
ownership of both the fully licensed and permitted Copperstone gold
mine located in Arizona, United States, and the Brewery Creek gold
mine located in Yukon, Canada, both of which are former producers.
Management intends to restart production at Copperstone followed by
Brewery Creek in the near term. Sabre Gold also holds other
investments and projects at varying stages of development.
Sabre Gold’s two advanced projects have
approximately 1.5 million ounces of gold in the Measured and
Indicated categories, and approximately 1.2 million ounces of gold
in the Inferred category. Additionally, both Copperstone and
Brewery Creek have considerable exploration upside with a combined
land package of over 230 square kilometers that will be further
drill tested with high-priority targets currently identified. Sabre
Gold is led by an experienced team of mining professionals with
backgrounds in exploration, mine building and operations.
For further information please visit the Sabre
Gold Mines Corp. website: (www.sabre.gold).
Andrew ElineskyCEO and President416-904-2725
Cautionary Note Regarding Forward Looking
Statements
This news release contains forward-looking
information under Canadian securities legislation including
statements concerning the Company’s expectations with respect to
the Offering; the use of proceeds of the Offering; insider
participation in the Offering; completion of the Offering and the
date of such completion. These forward-looking statements entail
various risks and uncertainties that could cause actual results to
differ materially from those reflected in these forward-looking
statements. Such statements are based on current expectations, are
subject to a number of uncertainties and risks, and actual results
may differ materially from those contained in such statements.
These uncertainties and risks include, but are not limited to:
regulatory approval for the Offering; completion of the Offering;
the strength of the Canadian economy; the price of gold;
operational, funding, and liquidity risks; reliance on third
parties, exploration risk, failure to upgrade resources, the degree
to which mineral resource and reserve estimates are
reflective of actual mineral resources and reserves; the degree to
which factors which would make a mineral deposit commercially
viable are present, and the risks and hazards associated with
underground operations and other risks involved in the mineral
exploration and development industry. Risks and uncertainties about
Sabre Gold’s business are more fully discussed in the Company’s
disclosure materials, including its annual information form and
MD&A, filed with the securities regulatory authorities in
Canada and available at www.sedar.com and readers are urged to read
these materials. Sabre Gold assumes no obligation to update any
forward-looking statement or to update the reasons why actual
results could differ from such statements unless required by
law.
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