11:10:42 EDT Thu 16 May 2024
Enter Symbol
or Name
USA
CA



Meryllion Resources Corp (2)
Symbol MYR
Shares Issued 29,889,456
Close 2024-01-05 C$ 0.04
Market Cap C$ 1,195,578
Recent Sedar Documents

Meryllion closes $320,465 private placement

2024-01-08 17:21 ET - News Release

Mr. Richard Revelins reports

MERYLLION RESOURCES CLOSES PRIVATE PLACEMENT

Meryllion Resources Corp. has closed its previously announced non-brokered private placement. Pursuant to the private placement, the corporation issued a total of 8,011,625 units of the corporation at a price of four cents per unit for gross proceeds of $320,465. Each unit consists of one common share of the corporation and one common share purchase warrant. Each warrant entitles the holder thereof to acquire an additional common share at an exercise price of seven cents per share for a period of 24 months.

The corporation paid a finder's fee of $896 to an eligible finder assisting with the private placement and issued 22,400 finders' warrants to such finder, each finder's warrant entitling the holder thereof to acquire a common share at an exercise price of seven cents per share for a period of 24 months.

Certain insiders of the corporation participated in the private placement for an aggregate of $143,665. The issuance of units to insiders constitutes a related-party transaction within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, the corporation is exempt from the requirements to obtain a formal valuation and minority shareholder approval as the fair market value of the insiders' participation in the private placement is below 25 per cent of the corporation's market capitalization for purposes of MI 61-101.

The private placement is subject to final acceptance of the Canadian Securities Exchange. All securities issued pursuant to the private placement are subject to a hold period of four months and one day from the date of issuance.

Early warning disclosure

In connection with the private placement, both David Steinepreis and Jeremy Edelman acquired ownership, control or direction over common shares of the corporation requiring disclosure pursuant to the early warning requirements of applicable securities regulation.

Immediately prior to the private placement, Mr. Steinepreis had ownership of, or exercised control or direction over, 6,726,307 common shares and no warrants. Pursuant to the private placement, Mr. Steinepreis, indirectly through Croesus Mining Pty. Ltd., acquired 2,341,625 common shares and 2,341,625 warrants, and now holds, or exercises control or direction over, 9,067,932 common shares and 2,341,625 warrants.

Following the private placement, Mr. Steinepreis's common share ownership (direct and indirect) in the corporation increased from approximately 22.50 per cent to 23.93 per cent. In the event that Mr. Steinepreis was to exercise all of his warrants, his common share ownership of the corporation would increase to approximately 28.35 per cent on a partially diluted basis.

Immediately prior to the private placement, Mr. Edelman had ownership of, or exercised control or direction over, 3,538,976 common shares and no warrants. Pursuant to the private placement, Mr. Edelman acquired 1.25 million common shares and 1.25 million warrants, and now holds, or exercises control or direction over, 4,788,976 common shares and 1.25 million warrants.

Following the private placement, Mr. Edelman's common share ownership (direct or indirect) in the corporation increased from approximately 11.84 per cent to 12.64 per cent. In the event that Mr. Edelman was to exercise all of his warrants, his common share ownership of the corporation would increase to approximately 15.42 per cent on a partially diluted basis.

All securities of the corporation held or controlled by Mr. Steinepreis and/or Mr. Edelman are held for investment purposes. In the future, Mr. Steinepreis and/or Mr. Edelman, directly or indirectly, may acquire and/or dispose of securities through the market, privately or otherwise, as circumstances or market conditions may warrant.

This portion of this news release is issued pursuant to National Instrument 62-103 (the Early Warning System and Related and Take-Over Bid and Insider Reporting Issues) of the Canadian Securities Administrators, which also requires early warning reports to be filed with the applicable securities regulators containing additional information with respect to the foregoing matters. A copy of the early warning reports will be filed by Mr. Steinepreis and Mr. Edelman in accordance with applicable securities laws, and will be available on the corporation's issuer profile on SEDAR+.

We seek Safe Harbor.

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