South Atlantic Gold Closes C$4.2 Million Private Placement
Vancouver, British Columbia — March 13, 2026 — Leads & Copy — South Atlantic Gold Inc. (TSX-V:SAO) has closed a non-brokered private placement offering, raising gross proceeds of C$4,200,000.
The offering consisted of the issuance of 84,000,000 common shares of the company at a price of C$0.05 per share, according to a news release.
The company paid aggregate finders’ fees on externally sourced funds of $43,475 cash and issued 4,167,500 shares (the “Finder Shares”) at a deemed price of $0.05. It also issued 5,037,000 non-transferrable finders warrants (“Finder Warrant”). Each Finder Warrant entitles the holder to acquire one share at a price of C$0.065 until March 13, 2028.
The shares issued, Finder Warrants and Finder Shares are subject to a four-month and one day hold period under applicable Canadian securities laws expiring on July 14, 2026. The company will use the proceeds to advance the Pedra Branca Project in Brazil and for general corporate purposes.
Insiders of the company participated in the offering for an aggregate 2,050,000 shares. Such participation is considered a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The related party transaction is exempt from shareholder approval and formal valuation requirements pursuant to Sections 5.5(a) and 5.7(1)(a) of MI 61-101.
In addition, the company has settled C$500,000 of debt owed in connection with a loan and unsecured promissory note agreement (the “Loan”) with a non-arm’s length party of the company (the “Lender”) by issuing 10,000,000 shares (the “Debt Shares”) at a deemed price of C$0.05 per share (the “Debt Settlement”). The Debt Shares are subject to a four-month and one day hold period expiring on July 14, 2026.
The Lender is a related party of the company and as a result, the repayment under the Debt Settlement constitutes a “Related Party Transaction” for the purposes of MI 61-101. The company is relying upon exemptions from the formal valuation and minority shareholder approval requirements under Sections 5.5(a) and 5.7(1)(a) of MI 61-101.
South Atlantic Gold is an exploration company engaged in acquiring and advancing mineral properties in the Americas.
Douglas Meirelles is President and CEO of South Atlantic Gold.
Source: South Atlantic Gold Inc.
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