NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
(Vancouver, December 14, 2015): Mineral Mountain Resources Ltd. (“Mineral Mountain” or the “Company”) (TSXV: “MMV”) (OTCQX: “MNRLF”) is pleased to report that the Company, following the granting of a discretionary pricing waiver from the TSX Venture Exchange, has arranged a non-brokered private placement (the “Private Placement”) of up to 10 million units of the Company (“Units”) to be sold at a price of C$0.02 per Unit to raise gross proceeds of up to C$200,000. Each Unit consists of one common share of the Company and one common share purchase warrant (a “Warrant”), with each Warrant entitling the holder to purchase one common share of the Company for a period of 36 months from closing at an exercise price of C$0.05 per share.
The Company advises that the Private Placement is available to all interested investors provided that a prospectus exemption is available for the Company to issue Units to such investors. The Company advises that an additional prospectus exemption is available pursuant to British Columbia Instrument 45-534 (and in similar instruments in other provinces of Canada) (the “Existing Shareholder Exemption”) that would allow Mineral Mountain shareholders who, as of the close of business on December 10, 2015, held common shares of the Company and continue to hold common shares at the time of closing, to subscribe for Units. Unless such shareholder is a person that has obtained advice regarding the suitability of the investment and, if such shareholder is resident in a jurisdiction of Canada, that advice has been obtained from a person that is registered as an investment dealer in such jurisdiction, the aggregate subscription cost to such shareholder for the Units subscribed under the Existing Shareholder Exemption cannot exceed C$15,000 (750,000 Units).
If the aggregate subscriptions for Units exceed the maximum number of Units proposed to be distributed, subscriptions will be accepted on a first-come, first-served basis such that it is possible that a subscription received from a shareholder may not be accepted by the Company. Completion of the Private Placement is subject to TSX Venture Exchange approval. There is no minimum offering size for the Private Placement.
The funds raised from the issuance of the Units will be used principally to fund the Company’s ongoing working capital requirements and for G&A purposes.
The securities issued pursuant to the Private Placement will be subject to a four month plus one day hold period in accordance with applicable Canadian securities laws. The Company may pay a finders’ fee according to TSX.V policy.
The securities offered pursuant to the Private Placement have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any United States state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Mineral Mountain, focused on the discovery of a Homestake-style gold deposit
The primary focus of Mineral Mountain’s technical team is on the systematic exploration and development of its two main gold assets, the 100%-owned Rochford Project located approximately 22 kilometers south-southeast of the formerly producing Homestake gold mine (the “Homestake Mine”) and the Company’s more advanced Holy Terror Project in the Keystone gold district near the southeastern part of the trend. Both projects have well-developed infrastructure and are located in the Black Hills of South Dakota, U.S.A.
The Homestake Mine occurs near the northwest limits of a 70-kilometer long Precambrian-age core, is hosted in iron formation and proved to be the largest, richest and deepest iron formation-hosted gold deposits in the Western Hemisphere. The Homestake Mine produced over 40 million ounces of gold to mined depths of 2.4 kilometers between 1876 and 2001. Of importance, the Homestake Mine never ran out of gold mineralization and was shut down due to low gold prices and higher mining costs.
Precambrian-age gold districts in eastern Canada are known to host several gold mines, such as the Destor- Porcupine Fault (Timmins) area together with the Abitibi belt (Laronde) which produced over 120 million ounces encompassing several mines dispersed along the Precambrian-age belts. The Homestake Gold Trend that occurs along Precambrian-age core is host to the only significant gold mine, the Homestake Mine, and has had very limited modern-style, systematic exploration since the late 1990’s.
The Rochford Project, totaling 4,466.46 acres, is located about 22 kilometers south of the Homestake Mine blanketing about 9 km of the prospective Homestake Gold Trend. The Holy Terror Project, the Company’s more advanced project, covers 4,129.19 acres straddling a crustal-scale gold bearing structural corridor measuring about 15 km in strike length and up to 300 m in width. Collectively, Mineral Mountain now controls property interests totaling about 24 km of the Homestake Gold Trend representing approximately 34% of this under-explored gold belt. The Holy Terror and Rochford Projects contain 17 historic, turn of the century gold mines, nine (9) of which occur within the Rochford area land package. Petrographic studies conducted on drill core generated from recent Mineral Mountain diamond drilling on the Holy Terror Project confirms that there are many similarities between the Keystone area host rocks and gold mineralization to the Homestake mine ores.
In the fall of 2012 and in 2013, Mineral Mountain completed high resolution, low level airborne magnetic and electromagnetic surveys over both the Rochford and Holy Terror project areas. This survey was key to delineating the complex folding in the local bands of iron formation and to tracing wide shear zones that play a role in the emplacement of gold mineralization. This was the first recorded airborne surveys ever recorded along this gold trend.
Since the Company’s last drill program completed this past March, 2015 at the Holy Terror Project, the Company considers itself fortunate to have acquired historical data on exploration conducted by a number of major gold companies between 1983 to 1996 on the area proximate to the Company’s the Rochford Gold Project. The historical data includes extensive diamond drilling data, drill logs, drill sections, lithogeochem survey data, detailed geological maps and analytical data. Based on this new information, the Company is currently assembling a comprehensive integrated database for its 100% owned Rochford Gold Project. Early indications from the historical data suggest that the Rochford geology is comparable to host rocks at the Homestake Mine, although a Qualified Person has not yet verified the data disclosed .
The technical information in this news release has been prepared in accordance with Canadian regulatory requirements set out in National Instrument 43-101, reviewed and approved by Nelson W. Baker, P.Eng., the President and CEO of Mineral Mountain who is a Qualified Person under National Instrument 43-101.
On Behalf of the Board of Directors
MINERAL MOUNTAIN RESOURCES LTD.
“Nelson W. Baker”, President and CEO
For further information, please contact
Brad Baker, Vice-President Corporate Development & Director
Or visit our website: www.mineralmtn.com
Neither TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This release includes certain statements that may be deemed to be “forward-looking information” under Canadian securities laws. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, constitute forward looking- information. Forward looking information consists of statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking information are based on reasonable assumptions, such information does not constitute guarantees of future performance and actual results may differ materially from those in forward- looking information. Factors that cause the actual results to differ materially from those in forward-looking information include gold prices, results of exploration and development activities, regulatory changes, defects in title, availability of materials and equipment, timeliness of government approvals, continued availability of capital and financing and general economic, market or business conditions. The Company cautions the foregoing list of important factors is not exhaustive. Investors and others who base themselves on the Company’s forward-looking information should carefully consider the above factors as well as the uncertainties they represent and the risk they entail. The Company believes that the expectations reflected in the forward-looking information are reasonable, but no assurance can be given that these expectations will prove to be correct. Please see the public filings of the Company at www.sedar.com for further information.