Margaux Resources Announces Closing of Non-Brokered Private Placement of Units and Flow-Through Units and Amendment to Bayonne and Sheep Creek Option Agreement
NOT FOR DISSEMINATION IN THE UNITED STATES
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NEWS RELEASE
Margaux Resources Announces Closing of Non-Brokered Private Placement of
Units and Flow-Through Units and Amendment to Bayonne and Sheep Creek
Option Agreement
CALGARY, ALBERTA – (July 13, 2020)
Margaux Resources Ltd. (TSX VENTURE:MRL, OTCQB:MARFF) ("Margaux" or the "Company") is pleased to announce
that further to its press release dated June 19, 2020 and June 24, 2020, and subject to receiving final regulatory
approvals, it has closed its non-brokered private placement (the ”Offering”) by issuing:
● 49,999,993 units (“Units”) of the Company at a price of $0.07; and
● 11,111,109 flow-through units (“Flow-Through Units”) at a price of $0.09 per Flow-Through Unit.
Gross proceeds raised under Offering are $4.5 Million.
"We are very pleased with the overwh elming interest from investors and to be able to drill at our flagship Cassiar
Gold property. Our 2020 exploration program is scheduled to begin in early August, and we are very excited with
the potential to expand and explore the known mineralization at t he Taurus Deposit" said Marco Roque, CEO of
Margaux.
“Our team has worked hard to advance the Cassiar Project on the technical front in preparation for drilling, and we
look forward to delivering a safe and successful program,” said Kaesy Gladwin, Margaux’ s VP Exploration.
The proceeds from this financing will be used to initiate the next phase of drilling at the Cassiar Gold Project, and for
general working capital purposes.
Each Unit consists of one common share ("Common Share") in the capital of the Com pany and one Common Share
purchase warrant ("Warrant”). Each Flow -Through Unit consists of one common share issued on a "CEE flow -
through" basis pursuant to the Income tax Act (Canada) ("CEE Share") and one flow-through Warrant ("FT Warrant").
Each Warrant will entitle the holder to acquire one Common Share (each, a "Warrant Share") of the Corporation at
a price of CAD$0.12 per Warrant Share, and each FT Warrant will entitled the holder to acquire one Common Share
(each, a "FT Warrant Share") at a price of CAD$0.14 per FT Warrant Share, exercisable for 24 months from the date
of closing at 4:30pm (Mountain Standard Time) ("Expiry Time"), subject to acceleration by the Corporation, if the
20-day volume weighted average price of the Common Shares on the TSXV exceeds $0.20 per Common Share.
In connection with the Offering, the Company paid finders’ fees consisting of cash payments totaling $223,146, equal
to 6% of the aggregate proceeds rai sed from the sale of Unit and Flow -Through Units to subscribers introduced to
the Company by the finder.
The securities issued pursuant to the Offering are subject to a four month hold period under applicable securities
laws.
NOT FOR DISSEMINATION IN THE UNITED STATES
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Option Agreement Amendment
The Company is also pleased to announce that it has entered into an agreement (the “Amending Agreement”) with
Yellowstone Resources Ltd. (a private company, based in British Columbia) to amend the option agreement dated
December 26, 2016 and amended on February 10, 2020 (the “Option Agreement”), for the acquisition of 100% of
the Bayonne and Sheep Creek properties (“the Properties”), located in Salmo, British Columbia.
Pursuant to the Amending Agreement, aggregate option payments (the “Option Payments”) will be paid as follows:
1. Bayonne Property
a. cash payment of $60,000 and issuance of 200,000 Common Shares will be paid on or before July
31, 2020, by way of a cash payment of $50,000, the release of a $10,000 holdback and the issuance
of 200,000 Common Shares. In addition, $30,000 will be paid by the issuance of additional
Common Shares, at a price per Common Share, equal to the Discounted Market Price (as defined
in the policies of the TSXV) (subject to TSXV approval).
2. Sheep Creek Property
a. the c ash payment of $100,000 payable on or before July 31, 2020 will be settled by issuing
$100,000 in Common Shares, at a price per Common Share, equal to the Discounted Market Price
(subject TSXV approval).
All other terms and conditions of the Option Agreement shall remain otherwise unamended.
About Margaux Resources Ltd.
Margaux Resources Ltd. (TSX.V: MRL, OTCQB: MARFF) is a Canadian gold exploration company focused on
exploration in British Columbia, and is directed by a group of highly successful busine ss executives.
Forward Looking Statements
This press release may contain forward looking statements including those describing Margaux's future plans and
the expectations of management that a stated result or condition will occur. Any statement addressing future events
or conditions necessarily involves inherent risk and uncertainty. Actual results can differ materially from those
anticipated by management at the time of writing due to many factors, the majority of which are beyond the control
of Margaux a nd its management. In particular, this news release contains forward -looking statements pertaining,
directly or indirectly, to the following: Margaux's exploration plans and work commitments, the use of proceeds of
the Offering and economic factors, TSXV a pproval business and operations strategies . Readers are cautioned that
the foregoing list of risk factors should not be construed as exhaustive. These statements speak only as of the date
of this release or as of the date specified in the documents accompa nying this release, as the case may be. The
Company undertakes no obligation to publicly update or revise any forward -looking statements except as expressly
required by applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Servi ces Provider (as that term is defined in the policies of
the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
Margaux Resources Ltd.
Marco Roque
CEO and a Director
+852 6691 6295