Montreal, Quebec – July 21, 2023 Sama Resources Inc. (“Sama” or the “Company”) (TSX-V: SME; OTC-PK: SAMMF) is pleased to announce that the Québec Superior Court of Justice (Commercial Division) has issued a final order approving the previously announced arrangement (the “Arrangement”), pursuant to which the common shares of its wholly-owned subsidiary SRQ Resources Inc. (“SRQ”) will be spun-out.
The Arrangement remains subject to certain closing conditions, including its approval by the TSX-V.
If the conditions to closing are satisfied or waived, it is anticipated that the Arrangement will be completed before August 31st, 2023. Following completion of the Arrangement, application will be made for the common shares of SRQ to be listed on the TSX-V.
Pursuant to the terms of the Arrangement, holders of common shares in the capital of Sama (the “Sama Shares”) at the effective date of the Arrangement (the “Effective Date”) will receive: (i) one new common share of Sama for each Sama Share held and (ii) one common share of SRQ for each 10 Sama Shares held (together, the “Consideration”). The exact Effective Date will be announced in due course.
To receive the Consideration under the Arrangement, each registered shareholder of the Company must complete, sign, date and return the Letter of Transmittal, which was referenced in the Company’s Management Information Circular dated May 29, 2023 and made available on a stand-alone basis on the Company’s SEDAR profile on June 28, 2023.
For greater clarity, the Letter of Transmittal is for use only by registered shareholders of Sama. Shareholders whose Sama Shares are registered in the name of a broker, investment dealer, bank, trust company, trustee or other nominee should contact that nominee for assistance in depositing those common shares and should follow the instructions of such nominee in order to deposit their Sama Shares.
About Sama Resources Inc.
Sama is a Canadian-based, growth-oriented resource company focused on exploring the Samapleu nickel-copper project in Côte d’Ivoire, West Africa. The Company is managed by experienced industry professionals with a strong track record of discovery. Sama is committed to developing and exploiting the Samapleu Nickel-Copper and Platinum Group Element Resources.
Sama’s projects are located approximately 600 km northwest of Abidjan in Côte d’Ivoire and are flanked to the west by the Ivorian and Guinean borders. Sama’s projects are located adjacent to the large world-class nickel-cobalt laterite deposits of Sipilou and Foungouesso, forming a 125 km-long new Base Metal Camp in West Africa.
Sama owns 70% interest in the Samapleu nickel-copper project in Côte d’Ivoire with its joint venture partner Ivanhoe Electric owning 30%. Ivanhoe Electric has the option to purchase up to a 60% interest in the project.
For more information about Sama, please visit Sama’s website at www.samaresources.com.
Contact Information:
Dr. Marc-Antoine Audet, President and CEO
Tel: (514) 726-4158
Mr. Matt Johnston, Corporate Development Advisor
Tel: (604) 443-3835 or (877) 792-6688, Ext. 5
Forward-Looking Statements
Certain of the statements made and information contained herein are “forward-looking statements” or “forward-looking information” within the meaning of Canadian securities legislation. Forward-looking statements and forward-looking information such as “will”, could”, “expect”, “estimate”, “evidence”, “potential”, “appears”, “seems”, “suggest”, are subject to a variety of risks and uncertainties which could cause actual events or results to differ from those reflected in the forward-looking statements or forward-looking information, including, without limitation, the completion of the conditions of the Arrangement, the listing of SRQ on the TSX-V, the proposed board of directors and management team of SRQ, the effects of the Arrangement on the Company and SRQ, the ability of SRQ to convert resources in reserves, its ability to see through the next phase of development on the project, its ability to produce a pre-feasibility study or a feasibility study regarding the project, its ability to execute on its development plans in terms of metallurgy or exploration, the availability of financing for activities, risks and uncertainties relating to the interpretation of drill results and the estimation of mineral resources and reserves, the geology, grade and continuity of mineral deposits, the possibility that future exploration, development or mining results will not be consistent with SRQ’s expectations, metal price fluctuations, environmental and regulatory requirements, availability of permits, escalating costs of remediation and mitigation, risk of title loss, the effects of accidents, equipment breakdowns, labour disputes or other unanticipated difficulties with or interruptions in exploration or development, the potential for delays in exploration or development activities, the inherent uncertainty of cost estimates and the potential for unexpected costs and expenses, commodity price fluctuations, currency fluctuations, expectations and beliefs of management and other risks and uncertainties.
In addition, forward-looking statements and forward-looking information are based on various assumptions. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in the forward-looking information or forward-looking statements. Accordingly, readers are advised not to place undue reliance on forward-looking statements or forward-looking information. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking statements or forward-looking information, whether as a result of new information, future events or otherwise.
Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.