Mirasol Resources Closes Private Placement Financing
Mirasol Resources Ltd. (TSX-V: MRZ) (OTC: MRZLF) is pleased to announce the closing of the previously announced non-brokered private placement financing. The Company issued 6,689,445 units of securities at a price of $0.45 per Unit for aggregate gross proceeds of $3,010,250.25. Each Unit is comprised of one (1) common share and one-half of one (1/2) non-transferable common share purchase warrant, with each whole Warrant entitling the holder to purchase one additional common share at a price of $0.60 for a period of twelve (12) months from closing of the Offering.
Proceeds of the Offering will be used to advance the Company’s exploration programs and for general corporate purposes.
The securities issued under the Offering are subject to a four-month hold period. Finders’ fees in the amount of $13,932.00 were paid on a portion of the Offering.
Two directors and one officer of the Company were issued an aggregate of 3,350,556 Units under the Offering. Accordingly, their subscriptions constituted a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of Minority Shareholders in Special Transactions. The issuance of the Units to the related parties was exempt from the valuation requirement of MI 61-101 under the exemption in section 5.5(b) of MI 61-101 in that the Company’s shares are not listed on a specified market, and from the minority shareholder approval requirements of MI 61-101 under the exemption in section 5.7(a) of MI 61-101 in that the fair market value of the consideration for the securities issued to each of the related parties did not exceed 25% of the Company market capitalization.
The participants in the Offering and the extent of their participation were not finalized until shortly before completion of the Offering. Accordingly, it was not possible to publicly disclose details of the nature and extent of related party participation in the Offering pursuant to a material change report filed at least 21 days prior to the completion of the Offering.
The securities issued in the private placement have not been registered under the U.S. Securities Act of 1933, as amended (“U.S. Securities Act”), or any state or other applicable jurisdiction’s securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state or other jurisdictions’ securities laws. This media release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any offer, solicitation, or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Mirasol Resources Ltd
Mirasol is a strategically positioned exploration company with over 20 years of operating, permitting and community relations experience in the mineral rich regions of Chile and Argentina. Mirasol is currently self-funding exploration at the flagship Sobek Copper-Gold Project located in the Vicuña Copper-Gold-Silver District of northeast Chile while continuing to advance a strong pipeline of highly prospective early and mid-stage projects.
