has agreed to complete a non-brokered private placement (the “Financing”) to raise grossproceeds of up to $620,000.
Under the terms of the Financing, the Company will issue up to 4,000,000 non flow-through units (the “NFT
Units”) at a price of $0.10 per unit, and up to 2,000,000 flow-through units (the “FT Units) at a price of $0.11
per unit.
Each NFT unit will consist of one, common share (the “NFT Shares”) and one, share purchase warrant (the
“NFT Warrants”). Each NFT Warrant will entitle the holder to purchase one additional common share,
exercisable for a period of two years from the date of the close of the Financing. The exercise prise of the
NFT warrants will be $0.12 per share in the first year and $0.15 per share in the second year.
Each FT Unit will consist of one flow-through common share (the “FT Shares”) and one-half of a non flowthrough
share purchase warrant (the “FT Warrants”). Each whole FT Warrant will entitle the holder to
purchase one additional, common share, exercisable for a period of two years from the date of the close of
the Financing. The exercise price of the FT warrants will be $0.14 per share in the first year and $0.17 per
share in the second year.
Finder’s fees may be paid in accordance with TSX Venture Exchange policy with respect to the Financing to
arm’s length finders.
Two insiders of Saturn propose to sell 1,000,000 common shares each from their own shareholdings, and
plan to participate in the Financing.
Proceeds of the flow-through portion of the Financing will be used for exploration work on the Company’s
Hudson Bay Coal Joint Venture Project and the FT Shares will entitle the holder to receive the income tax
benefits applicable to flow-through shares in accordance with provisions of the Income Tax Act (Canada).Proceeds received from the issuance of NFT Shares will be used for working capital and general corporate
purposes.