Cleghorn Minerals Closes $285,000 Private Placement Financing
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152 Chemin de la Mine École
Val-d’Or, Québec J9P 7B6
CLEGHORN MINERALS CLOSES $285,000 PRIVATE PLACEMENT FINANCING
Val-d’Or, Qué bec, March 5, 2020 — Cleghorn Minerals Ltd. (TSX-V:CZZ) (“Cleghorn” or
the “Company”) is pleased to announce that it has co mpleted the previously announced
non-brokered private placement offering (the “Offering”) for gross proceeds of $285,000.
Cleghorn issued 5,700,000 Units under the Offering at a per Unit price of $0.05, each Unit
comprised of one common s hare in the capital of the Compa ny and one non- transferable
common share purchase warrant (a “Warrant”), each Warrant entitling the holder to purchase one
common share of the Company at a per share price of $0.10 until March 5, 2023.
The net proceeds raised from the O ffering will be used by Cleghorn to conduct further
exploration work on its Meech Lake, Matachewan Prospect property, and for general corporate
purposes. All securities issued under the Offering, including common shares underlying the
Warrants, are subject to a hold period until July 6, 2020, in accordance with applicable securities
legislation and the policies of the TSX Venture Exchange.
Two insiders participated in t he private placeme nt offering for aggregate cash cons ideration to
Cleghorn of $100,000:
• G
lenn J. Mullan, a director and the President, Chief Executiv e Officer and Corporate
Secretary of Cleghorn, participated for $50,000; and
• Joseph Groia, a director of Cleghorn, participated for $50,000;
which constitutes a Related Party Transaction under TSX Venture Exchange Poli cy 5.9.
Cleghorn availed itself of th e exemptions contained in section 5.5(c) of M ultilateral Instrument
61-101 (distribution of se curities for cash) for an exemption from the formal valuation
requirement and Section 5.7(1)(b) of M ultilateral Instrument 61-101 for an exemption from the
minority shareholder approval requirement of M ultilateral Instrument 61-101, as the fair market
value of the securities distributed in the tran saction, and the consideration received by the
Company for those securities, insofar as the transaction involve d interested parties did not
exceed $2,500,000.
Mr. Mullan’s participation in the private placement offering decreased his shareholding position,
direct and indirect, and voting interest percentage by approximately 0.89%; and M r. Groia’s
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participation in the priva te pl acement offering increased his shareholding position, direct and
indirect, and voting interest percentage by approximately 0.59%.
Neither the Company nor, to the knowledge of the Company after reasonable in quiry, Messrs.
Mullan or Groia has knowle dge of any material information concerning the Company or its
securities that has not been generally disclosed.
About Cleghorn Minerals Ltd.
Cleghorn is a j unior mineral exploration company with a 100% interes t in t he Meech Lake -
Matachewan Prospect, a property located in northeastern Ontario, subject to an aggregate 3.5%
NSR.
For additional information, please contact:
Glenn J. Mullan, President, Chief Executive Officer, Secretary and Director
Telephone: (819) 824-2808 – Head Office
(514) 835-8384 – Cell
Forward Looking Statements:
This news re lease contains certain statements that may be deemed “forward -looking statements. Forward looking
statements are statements that are not historica l facts and are gen erally, but not alwa ys, identifie d by the words
“expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions,
or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the
expectations e xpressed in such for ward-looking statements are b ased on reasonable assumptions, such statements
are not guarantees of future perfo rmance and actu al results or re alities may differ materially from those in forward
looking statements. Forward looking statem ents are based on th e beliefs, estimates and opin ions of the Company’s
management on the date the statements are made. Except as required by law, the Company undertakes no obligation
to update th ese forward-looking statements in the e vent that management’s beliefs, estimates or opinions, or other
factors, should change.
Neither TSX Venture Exchange nor its Regulation Services Provider ( as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
THIS PRESS RE LEASE, REQUIRED BY APPL ICABLE CANADIAN LAWS, IS NOT FOR
DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND
DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLIC ITATION OF AN OFFER TO SELL ANY
OF THE SECURI TIES DESCRIBED H EREIN IN THE UNITED STATES. T HESE SECURITIES HAVE
NOT BEEN, AND WILL NOT BE, REGISTERED UNDER TH E UNITED STATES SECURITIES ACT OF
1933, AS AME NDED, OR ANY STATE SECURITIES LAWS , AND MAY NOT BE OF FERED OR SOLD
IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.