SGX Resources Inc. Announces Private Placement Offering of Flow-Through Shares and Issuance of Flow-Through Shares for Debt Transaction

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[{"type":"text","content":"\n\n\n\n\n\nWINNIPEG, Aug. 23, 2011 /CNW/ - Mr. Hugh Wynne, Executive Chairman of\n SGX Resources Inc. (the \"Corporation\"), a company listed on the TSX Venture Exchange under the symbol \"SXR\",\n today announced a private placement offering (the \"Offering\") of up to 10,000,000 common shares of the Corporation to be issued as\n \"flow-through shares\" within the meaning of the Income Tax Act (\"Flow-Through Shares\") at a price of $0.29 per Flow-Through Share, for aggregate gross\n proceeds of up to $2,900,000.\n\n\nCertain companies and individuals may assist the Corporation by\n introducing potential subscribers for the Offering and, subject to\n compliance with applicable legislation, will be entitled to receive a\n fee, payable in cash, equal to up to 5% of the total subscription\n proceeds received from subscribers introduced to the Corporation by\n each particular person.\n\n\nThe Corporation intends to use the net proceeds of the Offering to fund\n exploration on the Timmins, Ontario area mineral properties of the\n Corporation.\n\n\nThe Private Placement is subject to the approval of the TSX Venture\n Exchange (the \"TSX Venture\").\n\n\nMr. Wynne also announced today that, subject to the approval of the TSX\n Venture, the Corporation intends to offer a \"shares for debt\"\n transaction pursuant to which the Corporation may issue additional\n Flow-Through Shares in satisfaction of certain liabilities (the \"Shares for Debt Transaction\").\n\n\nPursuant to the Shares for Debt Transaction, the Corporation has agreed\n to offer to issue Flow-Through Shares to certain subscribers (the \"Designated Purchasers\") that subscribed for units (the \"Units\") pursuant to its private placement offering of Units which closed in\n December of 2009. These Flow-Through Shares are being issued in\n satisfaction of an aggregate of approximately $700,000 in tax\n liabilities owing pursuant to that offering resulting from the failure\n of the Corporation to incur $1,588,981 in qualifying expenditures, as\n described below. The Units were each comprised of ten Flow-Through\n Shares, one regular common share and eleven common share purchase\n warrants.\n\n\nPursuant to the subscription agreement (the \"Subscription Agreement\") entered into by the Corporation and the purchasers of Units, the\n Corporation was required, prior to December 3...

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