Sandspring Resources Ltd. (TSX-V: SSP, OTCQX:
SSPXF) (“
Sandspring” or the
“
Company”) is pleased to announce that it has
completed a non-brokered private placement of 37,500,000 units
(each, a “
Unit”), at a price of C$0.20 per Unit,
for gross proceeds of C$7,500,000. Each “Unit” issued in the
placement consists of one common share and one share purchase
warrant (each, a “
Warrant”) entitling the holder
to purchase one additional share at a price of C$0.35 for a period
of sixty (60) months, expiring August 27, 2024. The
placement was fully subscribed and included an investment from Gran
Colombia Gold Corp. (“
Gran Colombia”) in the
amount of C$1,000,000 (detailed below).
The private placement also included an
investment from Frank Giustra in the amount of C$350,000.
Upon completion of the placement, Mr. Giustra has control and
direction over 23,577,500 common shares, 14,426,000 share purchase
warrants, and 400,000 options of the Company, representing
approximately 8.61% of the issued and outstanding common shares of
the Company or 13.30% on a partially diluted basis, assuming the
exercise of the warrants and options.
All securities issued in connection with the
private placement are subject to a four-month-and-one-day statutory
hold period expiring December 28, 2019. In connection with
completion of the placement, the Company paid cash commissions of
C$126,840 to certain eligible parties who introduced
subscribers.
Early Warning
In connection with the placement, Gran Colombia
acquired 5,000,000 Units of the Company. Following completion of
the placement, Gran Colombia has control and direction over an
aggregate of 53,300,000 common shares, 31,800,000 share purchase
warrants and 5,200,000 subscription receipts (the
“Receipts”). The common shares controlled by
Gran Colombia represent approximately 19.45% of the outstanding
common shares of the Company. Assuming conversion of the
Receipts and exercise of the share purchase warrants, when combined
with their existing ownership, Gran Colombia would have control and
direction over 95,500,000 common shares representing approximately
30.20% on a partially diluted basis of the then outstanding common
shares of the Company. Gran Colombia can potentially become a
“control person” of the Company assuming conversion of the Receipts
or the exercise of share purchase warrants and have undertaken not
to exercise the warrants if such conversion would result in them
becoming a “control person” of the Company, unless and until
disinterested shareholder approval has been received. The
Company intends to seek shareholder approval for the creation of
Gran Colombia as a “control person” at its annual general meeting
to be held later in the year.
Gran Colombia has acquired the securities of the
Company for investment purposes and has no present intention to
acquire further securities of the Company, although it may in the
future acquire or dispose of securities of the Company, through the
market, privately or otherwise, as circumstances or market
conditions warrant.
On completion of the private placement, Brian
Paes-Braga has directly acquired 9,275,000 Units of the Company
representing approximately 3.39% of the issued and outstanding
common shares of the Company or 6.55% on a partially diluted basis
assuming exercise of the underlying warrants only. Upon completion
of the private placement, Mr. Paes-Braga has control and direction
over 16,557,500 common shares and 12,369,000 share purchase
warrants of the Company, representing approximately 6.04% of the
issued and outstanding common shares of the Company or 10.10% on a
partially diluted basis, assuming the exercise of the warrants.
Mr. Paes-Braga has acquired the securities of
the Company for investment purposes and has no present intention to
acquire further securities of the Company, although he may in the
future acquire or dispose of securities of the Company, through the
market, privately or otherwise, as circumstances or market
conditions warrant.
Copies of the early warning reports filed by
Gran Colombia, and Mr. Paes-Braga, in connection with the private
placement are available under the Company’s profile on SEDAR
(www.sedar.com), or by contacting the Company.
On behalf of the Board of Directors of
Sandspring Resources Ltd.
“Richard A. Munson”Director and Chief Executive
Officer
About Sandspring Resources
Ltd.
Sandspring Resources Ltd. is a Canadian junior
mining company currently moving toward a feasibility study for the
Toroparu Project in Guyana, South America with 7.4 million ounces
of gold in the Measured and Indicated categories. A prefeasibility
study completed in May 2013 (NI 43-101 Technical Report,
Prefeasibility Study, Toroparu Gold Project, Upper Puruni River
Area, Guyana, dated May 24, 2013, has been superseded by a
Preliminary Economic Assessment Report (the “2019 PEA
Report”) on the Toroparu Gold Project completed by SRK
Consulting (U.S.), Inc. (“SRK”), available on
SEDAR (www.sedar.com). The conclusions and results of the 2019 PEA
Report replaces the conclusions and results from the 2013
PFS. The 2019 PEA Report re-scopes the Toroparu Project. to
(i) include the Sona Hill satellite deposit, (ii) adopt a
modification of the Project’s processing strategy to start with
gold-only production followed by an expansion of the Toroparu
Project to add flotation processing capacity and (iii) include the
effects of the Wheaton Precious Metals (formerly known as Silver
Wheaton) (“Wheaton”) agreement entered into in
November of 2013. The 2019 PEA Report summarizes the
results of the re-scoping at base case metal prices of US $1,300
gold (Au), $16.00 silver (Ag), $3.00 copper (Cu). The 2019
PEA Report, dated as of July 18, 2019, is available on the
Company’s website and SEDAR. Sandspring also holds a 100% interest
in the Chicharrón Gold Project located in the Segovia-Remedios
mining district, Antioquia, Colombia. Additional
information is available at www.sandspringresources.com or by
email at info@sandspringresources.com.
Contact Sandspring Resources
Ltd.
Richard A. MunsonChief Executive OfficerTel: +1
(303) 991-5683 or via email at
sandspringinfo@sandspringresources.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.
Forward-looking Statements
This news release contains certain
forward-looking information and statements within the meaning of
applicable securities laws. The use of any of the words
“potential”, “suggesting”, “indicating”, “will”, “plans” and
similar expressions are intended to identify forward-looking
information and/or statements. Forward-looking statements and/or
information are based on a number of material factors, expectations
and/or assumptions that Sandspring has used to develop such
statements and/or information, but which may prove to be incorrect.
Although Sandspring believes that the expectations reflected in
such forward-looking statements and/or information are reasonable,
undue reliance should not be placed on forward-looking statements
since Sandspring can give no assurance that such expectations will
prove to be correct. Such information and/or statements, including
the assumptions made in respect thereof, involve known and unknown
risks, uncertainties and other factors that may cause actual
results and/or events to differ materially from those anticipated
in such forward-looking information and/or statements including,
without limitation: the speculative nature of mineral exploration
and development; risks associated with the uncertainty of
exploration results and estimates; results from drilling and
exploration activities; the conversion of the Receipts;
Sandspring’s future plans; the availability of financing and/or
cash flow to fund current and future plans and expenditures; the
impact of increasing competition; fluctuating commodity prices; the
general stability of applicable economic and political
environments; the general continuance of current industry
conditions; uncertainty regarding the market price for gold, silver
and copper; uncertainty of conducting operations under a foreign
regime; uncertainty of obtaining all applicable regulatory
approvals and related timing matters; Sandspring’s dependence on
management personnel; and/or certain other risks detailed from
time-to-time in Sandspring’s public disclosure documents.
Furthermore, the forward-looking statements contained in this news
release are made as at the date of this news release and the
Company does not undertake any obligations to publicly update
and/or revise any of the included forward-looking statements,
whether as a result of additional information, future events and/or
otherwise, except as may be required by applicable securities
laws.
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