Vancouver, B.C. - MAX Resource Corp. (TSX.V: MXR; OTC Pink: MXROF; Frankfurt: M1D) has closed its previously announced non-brokered private placement of 6,000,000 units at a price of $0.09 per unit for gross proceeds of $540,000. Each unit will be comprised of one common share and one warrant, with each warrant entitling the holder to purchase an additional common share at an exercise price of $0.12 per share for a period of five years from the closing date of the private placement. The shares, warrants and any shares acquired on the exercise of warrants will be subject to a hold period expiring on June 7, 2018. Finder’s fees in cash were paid with respect to a portion of this placement along with the issuance of 80,000 finders warrant exercisable at $0.12 per share until February 7, 2020.
Certain directors and officers of the Company acquired units under the offering as follows: Brett Matich (Mardu Investments Ltd.) 300,000 units. The acquisition of units by this director and officer constitutes a "related party transaction" within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101-Protection of Minority Security Holders in Special Transactions ("MI 61-101") adopted in the Policy. In this case, the Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5 (b) and 5.7(1)(b) of MI 61-101 in respect of related party participation in the offering. The securities of the Company are listed on the TSX Venture Exchange (and on none of certain specified markets for the purposes of the MI 61-101 provisions) and neither the aggregate fair market value of the shares and warrants to be distributed to, nor the consideration paid by, related parties exceeded Cdn $2.5 million. The Company received the requisite non-interested directors' approval of the offering. Please also refer to the Company’s material change report available at www.sedar.com.
About MAX Resource Corp.
On behalf of the Board of Directors of
MAX Resource Corp.
Contacts: Leonard MacMillan, Corporate Communication
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This News Release includes certain "forward looking statements". Without limitation, statements regarding potential mineralization and resources, exploration results, and future plans and objectives of the Company are forward looking statements that involve various degrees of risk. The following are important factors that could cause MAX’s actual results to differ materially from those expressed or implied by such forward looking statements: changes in the world wide price of mineral commodities, general market conditions, risks inherent in mineral exploration, risks associated with development, construction and mining operations, the uncertainty of future profitability and the uncertainty of access to additional capital.