Mr.
William Pettigrew reports
MIDASCO ANNOUNCES NON-BROKERED PRIVATE PLACEMENT
Midasco Capital Corp. intends to issue up to a maximum of seven million units at the price of five cents per unit for gross
proceeds of up to $350,000, subject to regulatory approval. Each unit will be sold on a non-brokered private
placement basis and will be offered pursuant to exemptions from registration and prospectus requirements of
applicable securities legislation. Each unit will consist of one common share of the company and one share
purchase warrant. Each warrant will entitle the holder thereof to purchase one common share of
the company at an exercise price of 7.5 cents per share for a period of 12 months from the date of closing. It is
anticipated that certain insiders of the company will participate in the offering. All securities issued pursuant to
the private placement will be subject to a four-month hold period from the date of closing. In addition, the
securities will be subject to a contractual restriction on transfer for a period of 12 months from the date of
closing, with one-12th of the securities being released to subscribers on each one-month anniversary of the closing
date, subject to acceleration at the sole discretion of the company. The private placement is subject to the
acceptance of the TSX Venture Exchange.
Net proceeds from this offering will be used to identify and evaluate new business opportunities in the mineral
resource sector and for general working capital. It is not anticipated that the company will pay any finders' fees
in connection with the above financing.
It is currently expected that one or more directors and/or officers of the company will participate in the private
placement, acquiring units on the same basis as other subscribers. Consequently, the private placement will
constitute a related party transaction, as such term is defined under Multilateral Instrument 61-101, Protection
of Minority Security Holders in Special Transactions. The company intends to rely on exemptions
from the formal valuation and minority shareholder approval requirements set forth in MI 61-101.
We seek Safe Harbor.
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