Makara Announces C$1.6 Million Private Placement
March 16 2022 - 9:29AM
InvestorsHub NewsWire
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Makara Announces
C$1.6 Million Private Placement
Vancouver,
BC – March 16th, 2022 –
InvestorsHub NewsWire -- Makara Mining Corp. (CSE: MAKA) (the "Company")
that it will proceed with a private
placement of up to 21,333,333 units of the Company (collectively,
the "Units") at a price of C$0.075 per Unit for aggregate
gross proceeds of up to C$1,600,000 (the "Offering"). There is no minimum number of Units or minimum
aggregate proceeds required to close the Offering and the Company
may, at its discretion, elect to close the Offering in one or more
tranches.
Each Unit will
consist of one
common share of
the Company (each,
a "Common Share") and
one common share purchase warrant (each whole
warrant, a "Warrant"). Each Warrant will
entitle the holder thereof to acquire, on payment of C$0.09 to the
Company, one common share of the Company (each, a
"Warrant
Share"), subject to adjustment in certain
circumstances, for a period of 24 months from the closing date
(the "Closing Date"). Up
to one quarter
of the Units
may be sold as
flow through shares
within the meaning of subsection
66(15) of the Income Tax Act (Canada).
The Offering will be conducted pursuant to exemptions from
the requirement to deliver a prospectus pursuant to applicable
securities laws. The Company has determined that it will make a
portion of the Offering available to existing shareholders.
Accordingly, the Company may rely on BC Instrument
45-534
– Prospectus Exemption
for Distributions to
Existing Security Holders
and the corresponding
blanket orders and rules implementing CSA 45-313
in the participating jurisdictions in respect thereof
(collectively, the "Existing Security Holder
Exemption"). As at the date hereof, the Existing
Security Holder Exemption is available in each of the provinces and
territories of Canada, with the exception of Newfoundland and
Labrador. Subject to applicable securities laws, the Company will
permit each person or company who, as of March 11, 2022 (being the
record date set by the Company pursuant), holds common shares as of
that date to subscribe for the Units that will be distributed
pursuant to the Offering, provided that the Existing Security
Holder Exemption is available to such person or company.
Subscriptions will first be allocated to subscribers who are not
relying on the Existing Security Holder Exemption. In the event
that aggregate subscriptions for
Units under the
Offering exceed the
maximum number of
securities to be
distributed, then Units sold pursuant to the
Existing Security Holder Exemption will be allocated to qualifying
existing shareholders on a pro rata basis based on the number of
Units subscribed for. Insiders may participate in the Offering.
Qualifying shareholders who wish to participate in the Offering
should contact Cole Lesueur or Grant Hendrickson at the
numbers below:
The Offering is not subject to any minimum subscription
level. The proceeds of the Offering will be allocated: (i) first,
to the costs of the Offering (not expected to exceed $30,000), (ii)
second, on general corporate activities including permitting, legal
costs, audit fees and listing fees required to maintain the Company
in good standing for the next six months, in the minimum amount of
$50,000 and to a maximum of ten
percent of the
net proceeds of
the Offering; and
(iii) finally, the
balance of the
net proceeds, equal to
up to ninety percent
of the net
proceeds, will be
used on exploration
work on the
Yukon properties, including
geochemistry, geophysics and drilling. All of the proceeds of the
sale of the Units sold on a flow through basis used to incur
expenditures that qualify as Canadian exploration
expenses.
In addition to the Existing Security Holder Exemption, will
also be conducted pursuant to other available prospectus
exemptions. A portion of the Offering may be completed pursuant to
exemptions adopted pursuant to CSA Notice 45-318 – Prospectus
Exemption for Certain Distributions through an Investment Dealer
("CSA
45-318") and the corresponding blanket orders and
rule implementing CSA 45- 318 in the
- 2 -
participating jurisdictions in respect thereof (collectively
the "Investment Dealer
Exemption"). As at the date hereof, the Investment
Dealer Exemption is available in each of Alberta, British Columbia,
Saskatchewan, Manitoba and New Brunswick. Each subscriber relying
on the Investment Dealer Exemption must obtain advice regarding the
suitability of the investment from a registered investment
dealer.
There is no material fact or material change of the Company
that has not been disclosed.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any
sale of any of
the securities in
any jurisdiction in
which such offer,
solicitation or sale
would be unlawful, including
any of the
securities in the
United States of
America. The securities
have not been
and will not be
registered under the United States Securities Act of 1933, as
amended (the "1933 Act") or any state securities
laws and may
not be offered
or sold within
the United States
or to, or for
account or benefit
of,
U.S. Persons (as defined in Regulation S under the 1933 Act)
unless registered under the 1933 Act and applicable state
securities laws, or an exemption from such registration
requirements is available.
About Makara Mining Corp.
Makara
Mining Corp. is a mineral exploration company focused on the
acquisition, exploration and development of gold properties. The
Company is based in Vancouver, B.C. and holds options over the Rude
Creek Property and Idaho Creek Property located in the Yukon.
Additional information about the Company is available at
www.makaramining.com.
ON BEHALF OF THE BOARD OF DIRECTORS
Grant Hendrickson
Director and Chief Executive Officer Telephone:
250-208-4364
Email: grant@makaramining.com
The
Canadian Securities Exchange has not reviewed and does not accept
responsibility for the adequacy of accuracy of this news
release.
FORWARD-LOOKING STATEMENTS
This news release
includes certain forward-looking statements concerning the use of
proceeds of the Offering, the future performance of our business, its operations and its financial performance and condition, as well as
management's objectives, strategies, beliefs and intentions.
Forward-looking statements are frequently identified by such words
as "may", "will", "plan", "expect", "anticipate", "estimate",
"intend" and similar words referring to future events and results.
Forward-looking statements are based on the current opinions and
expectations of management. All forward-looking information is
inherently uncertain and subject to a variety of assumptions, risks
and uncertainties, including the speculative nature of mineral
exploration and development, fluctuating commodity prices, the
future tax treatment of the Units issued as flow through shares,
competitive risks and the availability of financing, as described
in more detail in our recent securities filings available at
www.sedar.com.
Actual events or
results may differ materially from those projected in the
forward-looking statements and we caution against placing undue
reliance thereon. We assume no obligation to revise or update these
forward-looking statements except as required by applicable
law.
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