MONTREAL, April 12, 2013 /CNW Telbec/ - Maudore Minerals Ltd. ("Maudore"
or the "Company") (TSXV: MAO) (US OTC: MAOMF) (Frankfurt Exchange: M6L) is pleased to announce, further to its press release dated March
25, 2013, it has completed the first tranche (the "First Tranche") of
its brokered private placement of units (the "Units") on a "best
efforts" basis (the "Private Placement") pursuant to an agency
agreement dated April 12, 2013 between Maudore and a syndicate of
agents led by GMP Securities L.P. and including Clarus Securities Inc.
and Mirabaud Securities LLP (collectively, the "Agents"). Each Unit is
comprised of one common share of Maudore and one-half of one common
share purchase warrant. Each whole warrant entitles the holder to
purchase one common share for a period of 24 months from today's date
at a purchase price of $1.13 (the "Warrant"). Pursuant to the First
Tranche of the Private Placement, Maudore has issued an aggregate of
17,039,835 Units at an issue price of $0.91 per Unit (the "Offering
Price") for gross proceeds of approximately $15.5 million. As of the
closing of the First Tranche, the Company has 47,241,522 common shares issued and outstanding.
Maudore intends to close subsequent tranches of the Private Placement on
the same terms as above on or before May 23, 2013 for total gross
proceeds, together with the First Tranche, of up to $25 million (the
"Subsequent Tranches"), all in accordance with TSX Venture Exchange
("TSXV") requirements.
Certain related parties to Maudore (the "Related Parties"), including
the following, have purchased Units in the First Tranche of the Private
Placement:
-
City Securities Limited, a corporation owned by Mr. Seager Rex Harbour,
a shareholder of Maudore who controls or directs more than 10% of the
total issued and outstanding common shares of Maudore, has purchased
4,484,957 Units. City Securities Limited is restricted from exercising
any of its Warrants to the extent such exercise would result in it
(together with any person acting jointly or in concert with it) holding
more than 20% of the issued and outstanding common shares of Maudore
(on a non-diluted basis);
-
Monemvasia Pty Ltd., a corporation controlled by Kevin Tomlinson, the
Chairman and CEO of Maudore, has purchased 1,140,448 Units; and
-
Certain other officers and directors, namely George Fowlie, Deputy
Chairman, Ingrid Martin, Chief Financial Officer, Anne Slivitzky,
Interim COO, Robert Pevenstein, Director, Raynald Vezina, Director and
Keith Harris, Director have purchased, in the aggregate, approximately
159,500 Units.
The securities issued to the Related Parties in the First Tranche of the
Private Placement constitutes a "related party transaction" within the
meaning of Multilateral Instrument 61-101 ("MI 61-101"), which is
incorporated into TSXV Policy 5.9. In its consideration and approval of
the First Tranche of the Private Placement, the board of directors of
Maudore has determined that such First Tranche to the Related Parties
is exempt from the formal valuation and minority approval requirements
of MI 61-101 on the basis that the fair market value of the First
Tranche to the Related Parties does not exceed 25% of the market
capitalization of Maudore, in accordance with sections 5.5 and 5.7 of
MI 61-101.
The Agents have been granted an option exercisable up to 48 hours prior
to the closing date of the Private Placement to arrange for the
purchase of up to an additional 15% of the total number of Units at a
price equal to the Offering Price, representing 4,120,879 Units (the
"Agents' Option"). In consideration of the services rendered by the
Agents in connection with the Private Placement, the Agents will
receive from Maudore a cash fee equal to 6.0% of the gross proceeds of
the Private Placement, excluding any purchases under the president's
list for which the Agents will receive a cash fee equal to 2.0%. The
Agents shall also receive compensation options entitling them to
subscribe for 6.0% of the total number of Units sold under the Private
Placement, excluding Units sold under the president's list at an
exercise price equal to the Offering Price, exercisable for a period of
24 months following the applicable closing date. In connection with
the closing of the First Tranche, the Agents have received 127,840
compensation options representing 6.0% of the Units sold under the
First Tranche exercisable for a period of 24 months following the
closing date of the First Tranche. The Warrants issuable upon the
exercise of these compensation options will be exercisable for a period
of 24 months following the closing date of the First Tranche.
The net proceeds of the Private Placement shall be used to explore,
develop and expand existing projects and operations, to fund corporate
activities with respect to growth initiatives, and for other general
and corporate purposes.
All of the securities of Maudore issued under the Private Placement are
subject to a hold period which will expire on August 13, 2013 in
accordance with applicable Canadian securities laws.
The securities described herein have not been registered under the U.S.
Securities Act of 1933, as amended, and may not be offered or sold in
the United States unless registered under the Act or unless an
exemption from registration is available.
About Maudore Minerals Ltd.
Maudore is a Quebec junior gold company with more than 23 exploration
projects, of which five are at an advanced stage of exploration with
reported current and historical resources. The Company's projects span
some 120 kilometers, east-west, of the underexplored Northern Volcanic
Zone of the Abitibi Greenstone Belt and cover a total area of 144,000
hectares (1,440 km2) with the Sleeping Giant Processing Facility within trucking distance
of all projects.
Quebec is consistently ranked amongst the best locations worldwide for
mineral exploration and development, with low cost power, proper
infrastructure, mining-oriented local communities and a skilled
workforce.
Cautionary Statement Regarding Forward-Looking Statements
This release and other documents filed by the Company contain
forward-looking statements. All statements that are not clearly
historical in nature or that necessarily depend on future events are
forward-looking, and the words "intend", "anticipate", "believe",
"expect", "estimate", "plan" and similar expressions are generally
intended to identify forward-looking statements. These forward-looking
statements include, without limitation, performance and achievements of
the Company, business and financing plans, business trends and future
operating revenues. These statements are inherently uncertain and
actual achievements of the Company or other future events or conditions
may differ materially from those reflected in the forward-looking
statements due to a variety of risks, uncertainties and other factors,
including, without limitation, financial related risks, unstable gold
and metal prices, operational risks including those related to title,
significant uncertainty related to inferred mineral resources,
operational hazards, unexpected geological situations, unfavourable
mining conditions, changing regulations and governmental policies,
failure to obtain required permits and approvals from government
authorities, failure to obtain any required approvals of the TSXV,
failure to obtain any required shareholder approvals, failure to obtain
any required financing, failure to complete any of the transactions
described herein, increased competition from other companies many of
which have greater financial resources, dependence on key personnel and
environmental risks and the other risks described in the Company's
annual information forms and other continuous disclosure filings with
securities regulators available under the Company's profile at
www.sedar.com. It is recommended not to place undue reliance on
forward-looking statements as the plans, intentions or expectations
upon which they are based might not occur. The Company does not assume
any obligation to update any forward-looking statements contained in
this release, except as required by applicable law.
Neither TSX Venture Exchange nor its Regulation Services Provider (as
that term is defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy any of the securities in the United States or to or
for the account or benefit of, a U.S. person (a "U.S. Person") (as such term is defined in Regulation S promulgated under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act")). The securities have not been and will not be registered under the
United States Securities Act or any state securities laws and may not
be offered or sold within the United States or to or for the account or
benefit of a U.S. Person unless registered under the U.S. Securities
Act and applicable state securities laws or an exemption from such
registration is available.
SOURCE: Maudore Minerals Ltd.
Ms. Deborah Thompson
Manager, Investor & Media Relations
Email: deborah.thompson@maudore.com
(416) 918-9551 (Mobile); 514-439-0990 (Office)
George Fowlie, Deputy Chairman of the Board and Director of Corporate Development
Email: george.fowlie@maudore.com