Natan Resources Announces Closing of $4 Million Brokered Financing

Kelowna - Natan Resources Ltd. (“Natan” or the “Company”) (TSX-V: NRL) is pleased to announce that it has completed its previously announced brokered private placement for total gross proceeds of $4,000,000 (the “Offering”). Pursuant to the terms of an agency agreement (the “Agency Agreement“) among the Company and First Republic Capital Corporation (the “Agent”) dated December 21, 2016, the Company issued: (a) 8,996,250 subscription receipts (each a “Subscription Receipt”), at a price of $0.20 per Subscription Receipt, for proceeds of $1,799,250; and 8,803,000 “flow-through” common shares (each a “FT Share”), at a price of $0.25 per FT Share, for gross proceeds of $2,200,750. Garfinkle Biderman LLP acted as legal advisor to the Agent.

The gross proceeds of the sale of the Subscription Receipts less certain expenses of the Agent (the “Escrowed Proceeds“) will be held in escrow on behalf of the subscribers by an escrow agent. Upon satisfaction of the escrow release conditions, which includes among other things, the Company having received all approvals of the TSX Venture Exchange to acquire the Montalembert property from Globex Mining Enterprises Inc., each Subscription Receipt shall be automatically exchangeable into units (“Units”) of the Company, on the basis of one Unit for each Subscription Receipt. Each Unit will consist of one common share and one-half of one common share purchase warrant (“Warrant”), with each Warrant being exercisable to acquire one common share of the company at a price of $0.30 for a period of 24 months following the closing date of the Offering.

The proceeds from the sale of FT Shares will be used for Canadian Exploration Expenses (within the meaning of the Income Tax Act (Canada)) and will be renounced for the current taxation year.

In connection with the Offering, the Agent and members of the selling group received a cash commission equal to 7% of the gross proceeds of the Offering, brokers warrants (“Brokers Warrants”) exercisable to acquire that number of Units of the Company equal to 7% of the aggregate number of Subscription Receipts sold under the Offering, at an exercise price of $0.20 per Unit until December 21, 2018, and brokers warrants (“FT Brokers Warrants”) exercisable to acquire that number of common shares of the Company equal to 7% of the aggregate number of FT Shares sold under the Offering, at an exercise price of $0.25 per share until December 21, 2018. Additionally, the Agent received a corporate finance fee representing 2% of the gross proceeds raised in the Offering and that number of Brokers Warrants equaling 2% of the number of Subscription Receipts Sold and FT Brokers Warrants equaling 2% of the FT Shares sold in the Offering.

All of the securities issued in connection with the Offering are subject to a hold period expiring on April 22, 2016.



The Company intends to use the proceeds of the financing for exploration on the high-grade Montalembert Gold project located in Quebec’s prolific Abitibi greenstone belt and for general working purposes.

For further information regarding this news release contact:

Steve Roebuck, CEO
Tel: (905) 741-5458 or by email at geostever@hotmail.com or

Anthony J. Durkacz, Executive Vice-President
First Republic Capital Corporation
Tel: (647) 350-6288


On behalf of the Board of Directors

Natan Resources Ltd.



This news release contains certain statements that may be deemed “forward-looking” statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although we believe the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. Forward looking statements are based on the beliefs, estimates and opinions of our management on the date the statements are made. Natan Resources Ltd. undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change, except as required by law.

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 news release.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transactions and has neither approved nor disapproved the contents of this press release.

THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATED SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.