Subject: Cleghorn Minerals Ltd. (TSX-V:CZZ) - News Release for Dissemination
PDF Document
File: Attachment Press Release - Mullan Purchase from McAulay (Cleghorn Dec2024).pdf
PRESS RELEASE
This press release is issued pursuant to National Instrument 62-104 Take-Over Bids and Issuer
Bids and National Instrument 62-103 The Early Warning System and Related Take-Over Bid and
Insider Reporting Issues.
Val-d'Or, Quebec December 18, 2024 Glenn J. Mullan of Val-d'Or, Quebec, reports that he
has acquired 2,476,000 common shares in the capital of Cleghorn Minerals Ltd. (the "Issuer") for
cash consideration of $0.03 per common share for total cash consideration of $74,280 in
accordance with the terms of a Share Purchase Agreement entered into between Mr. Mullan and
the vendor. As a result of this acquisition, Mr. Mullan's securityholding percentage of common
shares of the Issuer increased by approximately 7.18%; and increased Mr. Mullan's
securityholding percentage on a post-conversion beneficial ownership basis by approximately
6.77%.
Immediately before the transaction that triggered the requirement to issue this release, Mr. Mullan
owned, directly and indirectly, an aggregate 6,863,928 common shares of the Issuer representing
approximately 19.89% of the Issuer's issued and outstanding common shares and owned options
entitling the purchase of 795,000 common shares of the Issuer and owned warrants entitling the
purchase of 1,250,000 common shares of the Issuer; or, assuming exercise of the options and
conversion of the warrants, Mr. Mullan owned, directly and indirectly, a total of 8,908,928
common shares or approximately 24.38% of the Issuer's common shares on a post-conversion
beneficial ownership basis.
Immediately after the transaction that triggered the requirement to issue this release, Mr. Mullan
owns, directly and indirectly, an aggregate 9,339,928 common shares of the Issuer representing
approximately 27.07% of the Issuer's issued and outstanding common shares and owns options
entitling the purchase of 795,000 common shares of the Issuer and owns warrants entitling the
purchase of 1,250,000 common shares of the Issuer; or, assuming exercise of the options and
conversion of warrants, Mr. Mullan now owns, directly and indirectly, a total of 11,384,928
common shares or approximately 31.15% of the Issuer's common shares on a post-conversion
beneficial ownership basis.
The securities were acquired for investment purposes by Mr. Mullan and he will evaluate his
investment in the Issuer and will increase or decrease his investment by future acquisitions or
dispositions of securities of the Issuer at his discretion, as circumstances warrant. As of the date
hereof, Mr. Mullan has no immediate future intention to acquire additional securities of the Issuer,
or dispose of securities of the Issuer that he owns. Mr. Mullan may, in the future, exercise options
and warrants that he owns and, thus, acquire further common shares in the capital of the Issuer.
Mr. Mullan is relying on the private agreement exemption contained in Section 4.2 of National
Instrument 62-104 Take-Over Bids and Issuer Bids ("NI 62-104") on the basis that: (i) the
purchase of the common shares that are the subject of this disclosure was not made from more than
five persons; (ii) the offer to purchase was not made generally to all holders of the class of
securities that is the subject of this disclosure; and (iii) the value of the consideration paid for the
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securities acquired, including brokerage fees or commissions, was not greater than 115% of the
market price of the common shares as determined in accordance with Section 1.11 of NI 62-104.
A report respecting this acquisition will be electronically filed with regulators in Alberta, British
Columbia, Ontario and Quebec and will be available for viewing through the Internet at the
Canadian System for Electronic Document Analysis and Retrieval (SEDAR+) under the Issuer's
Issuer Profile at www.sedarplus.ca. To obtain a copy of the report, contact Mr. Mullan at (819)
824-2808.
"Glenn J. Mullan"
Glenn J. Mullan
Word Document
File: '\\swfile\EmailIn\20241218 164232 Attachment Press Release - Mullan Purchase from McAulay (Cleghorn Dec2024).docx'
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PRESS RELEASE
This press release is issued pursuant to National Instrument 62-104 - Take-Over Bids and Issuer Bids and National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.
Val-d'Or, Quebec - December 18, 2024 - Glenn J. Mullan of Val-d'Or, Quebec, reports that he has acquired 2,476,000 common shares in the capital of Cleghorn Minerals Ltd. (the "Issuer") for cash consideration of $0.03 per common share for total cash consideration of $74,280 in accordance with the terms of a Share Purchase Agreement entered into between Mr. Mullan and the vendor. As a result of this acquisition, Mr. Mullan's securityholding percentage of common shares of the Issuer increased by approximately 7.18%; and increased Mr. Mullan's securityholding percentage on a post-conversion beneficial ownership basis by approximately 6.77%.
Immediately before the transaction that triggered the requirement to issue this release, Mr. Mullan owned, directly and indirectly, an aggregate 6,863,928 common shares of the Issuer representing approximately 19.89% of the Issuer's issued and outstanding common shares and owned options entitling the purchase of 795,000 common shares of the Issuer and owned warrants entitling the purchase of 1,250,000 common shares of the Issuer; or, assuming exercise of the options and conversion of the warrants, Mr. Mullan owned, directly and indirectly, a total of 8,908,928 common shares or approximately 24.38% of the Issuer's common shares on a post-conversion beneficial ownership basis.
Immediately after the transaction that triggered the requirement to issue this release, Mr. Mullan owns, directly and indirectly, an aggregate 9,339,928 common shares of the Issuer representing approximately 27.07% of the Issuer's issued and outstanding common shares and owns options entitling the purchase of 795,000 common shares of the Issuer and owns warrants entitling the purchase of 1,250,000 common shares of the Issuer; or, assuming exercise of the options and conversion of warrants, Mr. Mullan now owns, directly and indirectly, a total of 11,384,928 common shares or approximately 31.15% of the Issuer's common shares on a post-conversion beneficial ownership basis.
The securities were acquired for investment purposes by Mr. Mullan and he will evaluate his investment in the Issuer and will increase or decrease his investment by future acquisitions or dispositions of securities of the Issuer at his discretion, as circumstances warrant. As of the date hereof, Mr. Mullan has no immediate future intention to acquire additional securities of the Issuer, or dispose of securities of the Issuer that he owns. Mr. Mullan may, in the future, exercise options and warrants that he owns and, thus, acquire further common shares in the capital of the Issuer.
Mr. Mullan is relying on the private agreement exemption contained in Section 4.2 of National Instrument 62-104 - Take-Over Bids and Issuer Bids ("NI 62-104") on the basis that: (i) the purchase of the common shares that are the subject of this disclosure was not made from more than five persons; (ii) the offer to purchase was not made generally to all holders of the class of securities that is the subject of this disclosure; and (iii) the value of the consideration paid for the securities acquired, including brokerage fees or commissions, was not greater than 115% of the market price of the common shares as determined in accordance with Section 1.11 of NI 62-104.
A report respecting this acquisition will be electronically filed with regulators in Alberta, British Columbia, Ontario and Quebec and will be available for viewing through the Internet at the Canadian System for Electronic Document Analysis and Retrieval (SEDAR+) under the Issuer's Issuer Profile at www.sedarplus.ca. To obtain a copy of the report, contact Mr. Mullan at (819) 824-2808.
"Glenn J. Mullan"
Glenn J. Mullan
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