Sego receives conditional OK to close financing tranche

Executive Summary

• Sego Resources Inc. has received conditional approval from the TSX Venture Exchange to close the final tranche of its previously announced financing, bringing total gross proceeds to $625,800.
• The final tranche involves the issuance of 7.2 million flow-through units and 11.99 million non-flow-through units, with specific warrant terms and hold periods attached.
• The financing is a related-party transaction involving insiders, with proceeds designated for exploration at the Miner Mountain project and general working capital.

Key Details

• Total Financing: Total gross proceeds of the entire financing series are $625,800.
• Final Tranche Details:
  • Flow-Through Units: 7.2 million units issued at $0.025 per unit for gross proceeds of $180,000.
  • Non-Flow-Through Units: 11.99 million units issued at $0.02 per unit for gross proceeds of $239,800.
  • Hold Period: All securities issued in the final tranche are subject to a statutory hold period of four months and one day, ending March 5, 2026.
• Warrant Terms (Final Tranche):
  • Flow-Through Warrants: Each flow-through unit includes one warrant exercisable at $0.05 per share for two years from closing.
  • Non-Flow-Through Warrants: Each non-flow-through unit includes one warrant exercisable at $0.05 per share for three years from closing.
• Previous Tranche (Aug 7, 2025):
  • Issued 10.3 million non-flow-through units for gross proceeds of $206,000.
• Use of Proceeds:
  • Exploration at the Miner Mountain project.
  • General working capital.
  • Exploration spending expected to exceed $200,000.
  • Excess exploration expenditures are eligible for a 30% B.C. mining exploration tax credit.
• Finders' Fees:
  • Total cash fees: $15,750 (7% of a portion of the placement).
  • Broker Warrants: 87,500 three-year warrants and 280,000 two-year warrants, both exercisable at $0.05.
  • Broker warrant hold period: Four months and one day, expiring March 5, 2026.
• Insider Participation (Related-Party Transaction):
  • Total insider subscription: 5.44 million units.
  • Paul McGroary (Director): 1.12 million units.
  • Elliot Strashin and Strashin Developments Ltd.: 4.32 million units.
  • Relied on exemptions under MI 61-101 (Section 5.5(a) and 5.5(c)) for fair market value and distribution requirements.
• Regulatory Status: Conditional approval received from the TSX Venture Exchange.

Notable Quotes

• None provided in the text.