Mega Precious Metals Inc. (MGP: TSX-V) (“Mega”) announces that it has sold, on a best efforts agency basis, 8,050,000 flow-through units, after full exercise of the over-allotment option (“Units”), at a price of $0.75 per Unit. Each Unit consists of one flow-through common share (each a “Flow-Through Share”) and one whole share purchase warrant. Each share purchase warrant entitles the holder to acquire one additional common share of Mega at any time up to October 20, 2011 for an exercise price of $1.15.
PowerOne Capital Markets Limited acted as lead agent on behalf of a syndicate of agents including Research Capital Corporation and Laurentian Bank Securities Inc. (the “Agents”).
The Company shall, pursuant to the provisions in the Income Tax Act (Canada), incur Canadian Exploration Expenses (the “Qualifying Expenditures”) for the issue of the Flow-Through Shares and prior to December 31, 2010 in the aggregate amount of not less than the commitment amount of the gross proceeds raised from the issue of Flow-Through Shares. The Company shall renounce the Qualifying Expenditures so incurred to the purchasers of the Flow-Through Shares such that C$0.74 per Flow-Through Share shall be deductible against the income of the Flow-Through Share subscribers for the fiscal year ended December 31, 2009.
The securities issued in this private placement are subject to a four month hold period that expires February 21, 2010.
The private placement remains subject to receipt of final approval from the TSX Venture Exchange.
The Agents received an aggregate commission equal to 6% of the gross proceeds of the offering and broker warrants in an aggregate amount of 10% of the number of Units sold. Each Broker Warrant is exercisable by the Agents to acquire one common share of Mega at a price of $0.75 per share at any time up to October 20, 2011.
The Securities have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.
Mega Precious Metals Inc. is a well financed Canadian-based mineral exploration company with several projects in Northwestern Ontario, Nunavut and the Yukon. The Company is committed to an accelerated growth strategy and is backed by a team of experienced mining experts and a strong financial position. The Company is poised for rapid expansion through quick response to new opportunities and changes in the market. Mega’s common shares trade on the TSX Venture Exchange under the symbol MGP.