Vancouver, BC, June 6, 2016 – Parallel Mining Corp. (the “Company”) (TSX‑V: PAL) is pleased to announce that the Company has completed the second tranche of a non-brokered private placement of a total of 12,610,000 units at price of $0.05 per unit, raising gross proceeds of $630,500. Each unit consists of one common share and one transferable common share purchase warrant, each warrant entitling the holder to acquire one additional common share of the Company at a price of $0.15 per common share in the first year, $0.20 per common share in the second year and $0.25 per common share in the third year.
The Company paid finder’s fees of 9% cash on the gross proceeds raised by PI Financial Corp. and Global Securities Corporation and 8% cash and 8% warrants to Canaccord Genuity Corp., Haywood Securities and GMP Securities LP.
The net proceeds will be used to fund property option obligations and exploration on the Garsay mineral exploration property in Burkina Faso and for general working capital. All securities issued pursuant to the private placement will be subject to a four-month hold period.
Insiders of the Company subscribed for an aggregate of 330,000 units, with Allan John Fabbro, a director of the Company, subscribing for 300,000 units and Len Davies, a director of the Company, subscribing for 30,000 units. As a result, the private placement is a related party transaction (as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”)). The Company relied upon the “Issuer Not Listed on Specified Markets” and “Fair Market Value Not More Than $2,500,000” exemptions from the formal valuation and minority shareholder approval requirements, respectively, under MI 61-101.
As a result of the private placement: (i) Mr. Fabbro’s beneficial ownership of common shares of the Company (“Beneficial Ownership”) decreased from 2.32% to 1.39% of the issued and outstanding common shares of the Company, and (ii) Mr. Davies’ Beneficial Ownership increased from Nil to 0.17%. The private placement was unanimously approved by the board of directors of the Company, with Messrs. Fabbro and Davies each having declared his interest and abstained from approving any issuance of units to himself.
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 or any U.S. state securities laws and may not be offered or sold in the United States or to United States persons absent registration or any applicable exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
NOT FOR DISTRIBUTION TO THE UNITED STATES OR FOR DISSEMINATION IN THE UNITED STATES
For further information please contact:
President & Chief Executive Officer
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