Mistango River Resources Closes $3.1 Million Private Placement

TORONTO, ONTARIO – September 29, 2020 – Mistango River Resources Inc. (“Mistango” or the “Company”) (CSE: MIS) is pleased to announce the closing of its previously announced brokered private placement of units of the Company (the “Units”), at a price of $0.22 per Unit, and flow-through units of the Company, at a price of $0.28 per FT Unit (the “FT Units”, collectively with the Units, the “Offered Securities”) (the “Brokered Offering”), for aggregate gross proceeds of approximately $3,026,657, which included the partial exercise by Echelon Wealth Partners Inc. (“Echelon”), the sole agent in connection with the Brokered Offering, of the over-allotment option. The Brokered Offering was announced on August 31, 2020 and subsequently amended on September 11, 2020 to accommodate additional demand.

 

Additionally, the Company is pleased to announce the closing of a concurrent non-brokered private placement of Units (the “Non-Brokered Offering”, and together with the Brokered Offering, the “Offering”), for aggregate gross proceeds of approximately $140,120.

 

Each Unit consisted of one common share of the Company (a “Unit Share”) and one-half of one common share purchase warrant (each whole warrant a “Warrant”), with each Warrant entitling the holder thereof to acquire one common share of the Company at a price $0.30 for a period of two years following the closing of the Offering.

 

Each FT Unit consisted of one common share of the Company (a “FT Unit Share”) and one-half of one common share purchase warrant (each whole warrant a “FT Warrant”), with each FT Warrant entitling the holder thereof to acquire one common share of the Company at a price $0.35 for a period of 2 years following the closing of the Offering. The FT Unit Shares and FT Warrants were issued as “flow-through shares” as defined in the subsection 66(15) of the Income Tax Act (Canada) (the “Tax Act”).

 

The Warrants and FT Warrants were issued pursuant to a warrant indenture dated September 29, 2020 between the Company and TSX Trust Company, as warrant agent.

 

The Company intends to use the gross proceeds received by the Company from the sale of the FT Units to incur Canadian Exploration Expenses that are “flow-through mining expenditures” (as such terms are defined in the Tax Act on the Company’s properties in Ontario, which will be renounced to the subscribers with an effective date no later than December 31, 2020, in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of FT Units.

 

As consideration for Echelon’s services in connection with the Offering, Echelon will receive a cash commission (the "Commission") equal to 7.0% of the gross proceeds from the Offering, excluding gross proceeds from the issuance of Offered Securities on a president's list to be agreed upon by the Company and Echelon (the "President's List") for which a commission of 3.5% of such gross proceeds will be paid by the Company to Echelon. The Company shall issue to Echelon compensation options (the "Compensation Options") equal to 7.0% of the number of Offered Securities sold under the Offering excluding the President's List and 3.5% of the number of Offered Securities sold under the Offering to subscribers on the President's List. Each Compensation Option is exercisable to acquire one Unit of the Company at an exercise price of $0.24 for a period of 24 months following the closing of the Offering, subject to adjustment in certain circumstances, with each such unit comprised of one common share of the Company and one-half of one Warrant.

All securities issued pursuant to the Offering, including any underlying securities, will be subject to a fourmonth-and-one-day hold period in accordance with applicable Canadian securities laws.

 

The securities to be offered pursuant to the Offering have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S.

 

Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

 

About Mistango River Resources Inc.

 

Mistango is a Canadian -based exploration and development company focused on its Kirkland West and Omega projects in the Kirkland Lake District of Ontario’s Abitibi Greenstone Belt.