Strongbow Exploration Inc.

Strongbow Exploration Inc.

November 28, 2016 15:04 ET

Strongbow Raises $1.97 Million in Non-Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Nov. 28, 2016) - Strongbow Exploration Inc. (TSX VENTURE:SBW) is pleased to announce that it has closed two tranches of the non-brokered private placement announced November 7, 2016 for gross proceeds of $1.97 million. Proceeds of the financing will be used for general working capital and for the advancement of the South Crofty tin project in Cornwall, UK.

In total, the Company issued 13,122,666 units at $0.15 per unit for gross proceeds of $1,968,400. Each Unit consists of one common share and one whole share purchase warrant (the "Subscriber Warrant"). Each Subscriber Warrant allows the holder to purchase one common share of Strongbow at a price of $0.20 for a period of 24 months from the closing date of the financing, subject to the acceleration right described below. Of the 13,122,666 Subscriber Warrants issued, 10,356,000 Subscriber Warrants will expire on November 23, 2018 and 2,766,666 Subscriber Warrants will expire on November 25, 2018. All securities issued as part of this private placement and any securities issuable upon exercise of the warrants will be subject to a four month hold period which will expire March 24th and March 26th, 2017.

Strongbow paid cash commissions of $39,513 and issued 263,416 finder's warrants, exercisable on the same terms as the Subscriber Warrants. The finder's warrants will expire on November 23, 2018.

Several Strongbow insiders participated in the private placement on the same terms as the arm's length subscribers. Osisko Gold Royalties Ltd. ("Osisko"), the Company's largest shareholder, subscribed for 3,333,333 Units, increasing its basic shareholding to 14,333,333 shares which represents 24.3% of the issued and outstanding share capital of Strongbow. In addition to Osisko's participation, insiders of the Company subscribed for a further 773,300 Units in the private placement. Gross proceeds to the Company from insiders, including Osisko, totalled $615,995.

Acceleration Right

If on any 20 consecutive trading days the closing price of the Company's common shares (or the closing bid, if no sales were reported on a trading day) as quoted on the TSXV (or such other stock exchange, quotation system or market on which such shares are then listed) is greater than $0.50 during the term of the Warrants, then the Company may accelerate the expiry date of the Warrants to the 30th day after the date on which the Company gives notice to the subscriber of such acceleration in accordance with the Warrant. Any Warrants not exercised on or before such 30th business day will expire and will no longer be exercisable to acquire shares.


Richard D. Williams, P.Geo

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.

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