MAX closes Private Placement for $540,000
February 7, 2018 TSX-V: MXR
OTC Pink: MXROF
Frankfurt: M1D
News Release
MAX closes Private Placement for $540,000
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 wil l 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 closi ng date of the private placement. The shares, wa rrants
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 respec t to a portion of this placement along with the iss uance
of 80,000 finders warrant exercisable at $0.12 per share until February 7, 2020.
Certain directors and officers of the Company acqui red units under the offering as follows: Brett Mati ch
(Mardu Investments Ltd.) 300,000 units. The acquisition of units by this director and officer constitutes a
"related party transaction" within the meaning of T SX 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 61-10 1
in respect of related party participation in the of fering. The securities of the Company are listed on the
TSX Venture Exchange (and on none of certain specif ied 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 t o, 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.
MAX Resource Corp. is a Canadian exploration compan y focused on gold, silver and copper exploration
in the Americas. For more information, please visit our web site at www.maxresource.com.
On behalf of the Board of Directors of
MAX Resource Corp.
“STUART ROGERS”
Stuart Rogers
President
Contacts: Leonard MacMillan, Corporate Communication
Phone: 604-880-7924
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 regard ing potential
mineralization and resources, exploration results, and future plans and objectives of the Company are forward looking
statements that involve various degrees of risk. Th e 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 c onditions, risks inherent in mineral exploration, r isks associated
with development, construction and mining operation s, the uncertainty of future profitability and the uncertainty of
access to additional capital.