Scottie Resources Corp. (TSX-V: SCOT) (OTCQB: SCTSF) (FSE: SR8) is pleased to announce that, further to the Company’s news release dated September 8, 2023, the Company has closed the first tranche of its non-brokered private placement. Under the First Tranche, the Company issued 3,985,000 non flow-through units at a price of $0.23 per NFT Unit for gross proceeds of $916,550. Each NFT Unit consists of one common share in the capital of the Company and one-half of one common share purchase warrant. Each Warrant entitles the holder to purchase an additional Share at an exercise price of $0.35 per Warrant Share for a period of two years from the date of issuance.

In connection with the First Tranche, the Company issued 236,100 finder’s warrants and paid cash commissions of $53,303 to certain finders. Each Finder’s Warrant entitles the holder thereof to purchase one Share of the Company at a price of $0.23 per Share for a period of two years from the date of issuance.

The Company intends to use the proceeds of the First Tranche for general working capital and administrative purposes.

The securities offered in the First Tranche are subject to a four month and a day transfer restriction from the date of issuance expiring on February 5, 2024, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.

Amendment to Private Placement

The Company also announces certain amendments to the terms of the Private Placement as disclosed in the Initial News Release.

The remaining tranches of the Private Placement will be comprised of a combination of: (i) flow-through common shares that will qualify as a “flow-through share” within the meaning of subsection 66(15) of the Income Tax Act (Canada), to be sold at a price of $0.24 per FT Share for gross proceeds of up to $1,000,000; and (ii) charity flow-through units to be sold at a price of $0.33 per Charity FT Unit for gross proceeds of up to $1,000,000.

Each Charity FT Unit will consist of one FT Share and one-half of one Warrant. Each Warrant will entitle the holder thereof to purchase one Warrant Share for a period of two years from the date of issuance at an exercise price of $0.35 per Warrant Share.

The Company intends to use the gross proceeds raised from the FT Offering and the Charity FT Offering for exploration and related programs on the Company’s Scottie and Blueberry mineral properties which qualify as “Canadian Exploration Expenses” as such term is defined in paragraph (f) of the definition of “Canadian exploration expense” in subsection 66.1(6) of the Tax Act, and “flow through mining expenditures” as defined in subsection 127(9) of the Tax Act that will qualify as “flow-through mining expenditures”, and “BC flow-through mining expenditures” as defined in subsection 4.721(1) of the Income Tax Act (British Columbia), which will be incurred on or before December 31, 2024 and renounced with an effective date no later than December 31, 2023, to the initial purchasers of Charity FT Units and FT Shares.

The Company may pay finders’ fees comprised of cash and Finder’s Warrants in connection with the FT Offering and the Charity FT Offering, subject to compliance with the policies of the TSX Venture Exchange. All securities issued and sold under the FT Offering and the Charity FT Offering will be subject to a hold period expiring four months and one day from their date of issuance. Completion of the FT Offering and the Charity FT Offering and the payment of any finders’ fees remain subject to the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange.