ST. JOHN'S, NL / ACCESSWIRE / November 29, 2023 / Sokoman Minerals Corp. (TSXV:SIC)(OTCQB:SICNF) ("Sokoman" or the "Company") today announces that, further to its November 21, 2023 news release, it has received conditional approval from the TSX Venture Exchange (the "Exchange") for its flow-through private placement (the "Private Placement"), for aggregate gross proceeds of up to CAD$3 million.

The Company has now closed the first tranche of the Private Placement and will issue 37,885,000 flow-through share units ("FT Units") at a price of CAD$0.065 for aggregate gross proceeds of CAD$2,462,525. Each FT Unit consists of one (1) common share of the Company and one half (1/2) of one common share purchase warrant (the "FT Warrant"), with each full FT Warrant entitling the holder to purchase one non-flow-through common share of the Company at a price of CAD$0.13 for a period of 12 months from the date of issuance. The FT Units will entitle the holder to receive the tax benefits applicable to flow-through shares, in accordance with provisions of the Income Tax Act (Canada).

All securities issued pursuant to this financing will be subject to a four-month plus one-day hold, expiring March 30, 2024.

The first tranche of the Private Placement includes one (1) insider, subscribing for CAD$6,500 or 100,000 FT Units, that portion of the Private Placement a "related party transaction" as such term is defined under MI 61-101 - Protection of Minority Security Holders in Special Transactions. The Company is relying on exemptions from the formal valuation requirement of MI-61-101 under sections 5.5(a) and (b) of MI 61-101 in respect of the transaction as the fair market value of the transaction, insofar as it involves the interested party, is not more than 25% of the Company's market capitalization.

In connection with the Private Placement, the Company is paying finders' fees as permitted by the policies of the TSX Venture Exchange.

The net proceeds of the flow-through will be used for project exploration work on the Company's properties that it controls that will qualify for Canadian Exploration Expenses under the Income Tax Act (Canada). The Company intends to spend approximately 25% of the gross proceeds on the Fleur de Lys Project, and the remaining balance on its flagship Moosehead Project.

About Sokoman Minerals Corp.

Sokoman Minerals Corp. is a discovery-oriented company with projects in the province of Newfoundland and Labrador, Canada. The Company's primary focus is the 100% owned, advanced-stage Moosehead Project and the district-scale Fleur de Lys Project near Baie Verte in northwestern Newfoundland, which is targeting Dalradian-type orogenic gold mineralization. The Company also has a strategic alliance with Benton Resources Inc. ("Benton") on three, large-scale, joint-venture gold properties including Grey River, Golden Hope, and Kepenkeck in Newfoundland. Sokoman is one of the largest landholders in Newfoundland.