Montreal, November 22, 2017. Midland Exploration Inc. (“Midland”) (TSX-V: MD) is pleased to announce that it has completed a non-brokered private placement with accredited investors as well as with directors and officers of Midland (the “Insiders”) and family members, close friends and business associates of Insiders by issuing a total of 1,692,854 flow-through common shares (the “Flow-Through Shares”) at $1.35 per Flow-Through Share, for total gross proceeds of $2,285,354. The securities issued in the private placement are subject to a four-month hold period expiring on March 23, 2018.
Midland will use the private placement proceeds to fund exploration works on properties located in Quebec.
Insiders purchased an aggregate of 97,500 Flow-Through Shares and, accordingly, the private placement is a “related party transaction” within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (“Regulation 61-101”). The Insiders’ participation is exempt from the formal valuation and minority shareholder approval requirements provided under Regulation 61-101 in accordance with sections 5.5(a) and 5.7(1)(a) of Regulation 61-101. The exemption is based on the fact that neither the fair market value of the private placement, nor the consideration paid by such Insiders exceeds 25% of the market capitalization of Midland.
As a result of the private placement, there are 58,854,411 common shares of Midland issued and outstanding.
The private placement was carried out pursuant to prospectus exemptions of applicable securities laws and is subject to final acceptance by the TSX Venture Exchange. In connection with the Offering, finder’s fee equal to an aggregate amount of $33,745 were paid to arm’s length third parties of Midland.
Midland targets the excellent mineral potential of Quebec to make the discovery of new world-class deposits of gold, platinum group elements, base metals and rare earth elements. Midland is proud to count on reputable partners such as Agnico Eagle Mines Limited, Teck Resources Limited, IAMGOLD Corporation, Osisko Mining Inc., Altius Resources Inc., SOQUEM INC., Japan Oil Gas and Metals National Corporation, NioBay Metals Inc. and Abcourt Mines Inc. Midland prefers to work in partnership and intends to quickly conclude additional agreements in regard to newly acquired properties. Management is currently reviewing other opportunities and projects to build up the Company portfolio and generate shareholder value.
Gino Roger, President and Chief Executive Officer
Tel.: 450 420-5977
Fax: 450 420-5978
Neither 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 release.
This press release may contain forward-looking statements that are subject to known and unknown risks and uncertainties that could cause actual results to vary materially from targeted results. Such risks and uncertainties include those described in Midland’s periodic reports including the annual report or in the filings made by Midland from time to time with securities regulatory authorities.