Sokoman Iron Corp. Closes Second and Final Tranche of Financing
Puslinch, Ontario (FSCwire) - Sokoman Iron Corp., TSX-V SIC (the
“Company” or “SIC”) is pleased to announce that, further to a new release dated November 27, 2017, it has filed documents with
the TSX Venture Exchange (“the “Exchange”) seeking approval to close the second and final tranche of its previously announced
non-brokered private placement (the "Placement") for additional gross proceeds of $103,900, consisting of 200,000 non
flow-through units at a price of $0.05 per unit for gross proceeds of $10,000 and 1,565,000 flow-through units at a price of
$0.06 per unit for gross proceeds of $93,900. The aggregate proceeds raised to date total $707,900. The Placement is subject to
the final acceptance of the Exchange.
Each flow-through unit under the Placement consists of one flow-through common share and one half warrant. Each full warrant
will entitle the holder to purchase one additional non flow-through common share of the Company at an exercise price of $0.09
during the 24 months from the closing date.
Each non flow-through unit under the Placement consists of one non flow-through common share and one whole warrant. Each
warrant will entitle the holder to purchase one additional non flow-through common share of the Company at an exercise price of
$0.07 during the 36 months from the closing date.
All securities issued in the Placement are subject to a four month hold period. In connection with the Placement, the Company
will issue 625,500 finders warrants having the same terms as the non-flow through warrants issued under the Placement, and pay
finders fees and other commissions totaling $32,130.
The Placement was effected with three insiders of the Company subscribing for 508,835 Units for aggregate subscription
proceeds of $26,442, that portion of the financing a “related party transaction” as such term is defined under Multilateral
Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying
on exemptions from the formal valuation and minority approval requirements set out in MI 61- 101. The Company is exempt from the
formal valuation requirement of MI 61-101 under sections 5.5(a) and (b) of MI 61-101 in respect of the transaction as the fair
market value of the transaction, insofar as it involves the interested party, is not more than the 25% of the Company’s market
capitalization, and no securities of the Company are listed or quoted for trading on prescribed stock exchanges or stock markets.
Additionally, the Company is exempt from minority shareholder approval under sections 5.7(1)(a) and (b) of MI 61-101 as, in
addition to the foregoing, (i) neither the fair market value of the Flow-Through Units nor the consideration received in respect
thereof from interested party exceeds $2,500,000, (ii) the Company has one or more independent directors who are not employees of
the Company, and (iii) all of the independent directors have approved the transaction. Material change reports were not filed 21
days prior to the closing of the financing because insider participation had not been established at the time the financing was
announced.
The Company plans on using the proceeds from the Placement on the Moosehead and Clarks Brook Gold Projects in Central
Newfoundland as well as for general working capital. The acquisition of the Moosehead Gold project is subject to approval by the
Exchange. The Company will use best efforts to ensure that such Canadian Exploration Expenses qualify as a "flow-through
mining expenditure" for purposes of the Income Tax Act (Canada), related to the exploration of the Company's exploration
projects.
Sokoman Iron Corp. is a discovery-focused company with projects in Newfoundland & Labrador, Canada. The Company’s
primary focus is its portfolio of gold projects in Central Newfoundland including the recently acquired (pending Exchange
approval) Moosehead Gold Project, the Clarks Brook Project, and the East Alder/Crippleback Lake Projects, all straddling major
gold bearing structures in the region. The company also has a 100% interest in the Iron Horse Project in the eastern Labrador
Trough, and an early stage antimony (Sb) property in central Newfoundland.
This news release has been reviewed and approved by Timothy Froude, P. Geo., a "Qualified Person" under National
Instrument 43-101 and Interim CEO for Sokoman Iron Corp. For further information please contact Timothy Froude at 709-765-1726,
or by email at tfroude@sokomaniron.com
Neither the 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.
Investors are cautioned that trading in the securities of the Corporation should be considered highly speculative.
The TSX Venture Exchange Inc. has neither approved nor disapproved the contents of this press release. Except for historical
information contained herein, this news release contains forward-looking statements that involve risks and uncertainties.
Actual results may differ materially. Sokoman Iron Corp. will not update these forward-looking statements to reflect events
or circumstances after the date hereof. More detailed information about potential factors that could affect financial
results is included in the documents filed from time to time with the Canadian securities regulatory authorities by Sokoman Iron
Corp.
To view this press release as a PDF file, click onto the following link:
public://news_release_pdf/Sokoman12122017.pdf
Source: Sokoman Iron Corp. (TSX Venture:SIC)
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