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TORONTO, Feb. 22, 2018 — Stratabound Minerals Corp. (TSX-V:SB) (“Stratabound” or “the Company”) is pleased to announce a non-brokered private placement (the “Private Placement”) offering of up to 7,272,727 units (the “Units”) of the Company, at a price of $0.055 per Unit, for gross proceeds of up to $400,000. Each Unit consists of one common share and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will be exercisable for one common share at $0.08 for 24 months from the date of issue. The Company’s major shareholder has subscribed for the lead order of the Private Placement.
All securities issued pursuant to the Private Placement are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation. Completion of the Offering remains subject to acceptance by the TSX Venture Exchange. A fee of up to 7% cash and 7% broker warrants will be paid to participating registrants who introduce investors who subscribe to the Private Placement. Any broker warrants issued will be exercisable for one common share at the above-stated Unit price for 18 months from the date of issue.
The proceeds of the Private Placement will be used by the Company to fund the final cash payment for the purchase of the Golden Culvert and Little Hyland options, for general corporate purposes, and to fund expenditures to prepare for summer exploration of the project.
Stratabound plans to rely upon the existing security holder exemption found in B.C. Instrument 45-534 (Exemption from Prospectus Requirement for Certain Trades to Existing Security Holders) and as further described in Multilateral CSA Notice 45-313 (Prospectus Exemption for Distributions to Existing Security Holders (published March 13, 2014)) or analogous exemptions in each of the applicable permitted jurisdictions for shareholders of record as of February 16, 2018, as well as other exemptions. As at the date hereof, the existing security holder exemption is available in each of the provinces of Canada, with the exception of Newfoundland and Labrador.
In addition to the existing security holder exemption and other available prospectus exemptions, a portion or all of the offering may be completed pursuant to Multilateral CSA Notice 45-318 (Prospectus Exemption for Certain Distributions through an Investment Dealer), and the corresponding blanket orders and rules implementing CSA Notice 45-318 in the participating jurisdictions in respect thereof. As at the date hereof, the exemption available under CSA Notice 45-318 is available in each of Alberta, British Columbia, Saskatchewan, Manitoba and New Brunswick. Pursuant to CSA Notice 45-318, each subscriber relying on the investment dealer exemption must obtain advice regarding the suitability of the investment from a registered investment dealer. There is no material fact or material change of the company that has not been generally disclosed.
As required by B.C. Instrument 45-534 and CSA Notice 45-318, the attached table sets out the intended use of proceeds of the offering on a percentage basis. The intended uses of proceeds and/or the company’s development capital needs may vary based upon a number of factors.
Estimated fund allocation is as follows:
Final payment on the Golden Culvert transaction: 25 per cent
Working capital: 75 per cent
Total: 100 per cent
Unless the company determines to increase the size of the Private Placement offering, if subscriptions received for the offering based on all available exemptions exceed the offering amount of $400,000, units will be allocated pro rata amongst all subscribers qualifying under all available exemptions.
If you are an existing security holder or qualified person with respect to the existing security holder exemption or the investment dealer exemption noted above and you have interest in this offering, please call or e-mail the Company as set out below.
President and CEO R. Kim Tyler commented, “We are extremely pleased to announce this Private Placement which will support the Company as we prepare for the initial exploration programs at the Golden Culvert project in the Yukon. Our plans are to undertake an exploration program of trenching and drilling this exciting project as soon as we can mobilize to the site. We are also pleased that our major shareholder has stepped forward for a lead order.”
Mr. R. Kim Tyler, P.Geo., President and CEO of Stratabound, is a “Qualified Person” for the purpose of NI 43-101 and has reviewed and approved the contents of this news release.
About the Golden Culvert and Little Hyland Properties
Golden Culvert and Little Hyland cover 83.8 square kilometres across a 24-kilometre strike located approximately 20 kilometres northeast of and parallel to Golden Predator Mining Corp.’s 3 Aces property. Work filed in Yukon mineral claims assessment reports has outlined a northerly trending, 3 kilometre by 250 metre, +30 ppb Au up to 791 ppb Au gold-in-soil anomaly that remains open at both ends. The soil anomaly is centred around partially exposed primary gold-bearing quartz veins grading between 7.7 to 22.8 gpt gold over 1 metre and complimentary gold-bearing quartz vein stockwork within a larger silicified, altered, sulphide and gold-bearing wallrock grading up to 2.27 gpt gold over 0.5 metre.
To date a total of $564,400 of work has been done on the Property, including 3,645 soil samples, 48 stream samples, 239 rock samples, 19.4 line-km of ground magnetic survey and 18.5 line-km of VLF survey.
Stratabound Minerals Corp. is a Canadian exploration and development company focused on the Yukon Territory and to a lesser extent the Bathurst Mining Camp in New Brunswick. Stratabound has a portfolio of quality properties including:
- The Golden Culvert gold-silver property in the southeast Yukon.
- The Little Hyland gold-silver property in the southeast Yukon.
- The Captain copper-cobalt property in the Bathurst area of New Brunswick.
- The CNE base metal property in the Bathurst area of New Brunswick.
- The Taylor Brook base metal property in the Bathurst area of New Brunswick (currently under option to Bandera Gold Ltd.).
Stratabound management also has a diversified track record of exploration, development and operating successes that includes the Kemess mine in British Columbia; the Colomac mine in the Northwest Territories; the Nighthawk Lake mine in Timmins, Ontario; the Matachewan mine in Ontario; the Pine Point project in the Northwest Territories; rescuing the Caribou mine in New Brunswick from an insolvency auction; Olympic Dam mine in Australia, the Siguiri gold project in Guinea; Norilsk Nickel’s projects in Siberia and Western Australia; and Vale and Rio Tinto Minerals in North America.
For further information, please see the Golden Culvert presentation and the NI 43-101 technical report on the Stratabound web site, www.stratabound.com.
For further information contact:
R. Kim Tyler, President and CEO
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.
WARNING: The Company relies upon litigation protection for “forward looking” statements. The information in this release may contain forward-looking information under applicable securities laws. This forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those implied by the forward-looking information. Factors that may cause actual results to vary materially include, but are not limited to, inaccurate assumptions concerning the exploration for and development of mineral deposits, currency fluctuations, unanticipated operational or technical difficulties, changes in laws or regulations, failure to obtain regulatory, exchange or shareholder approval, the risks of obtaining necessary licenses and permits, changes in general economic conditions or conditions in the financial markets and the inability to raise additional financing. Readers are cautioned not to place undue reliance on this forward-looking information. The Company does not assume the obligation to revise or update this forward-looking information after the date of this release or to revise such information to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws.