Meridian Announces Closing of C$5.9M Private Placement Financing
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Meridian Announces Closing of C$5.9M Private Placement Financing
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LONDON, United Kingdom, Decembe r 30, 2022, Meridian Mining UK S ( T S X : M N O )
(Frankfurt/Tradegate:2MM) (OTCQB:MRRDF) (“Meridian” o r t h e “Company”), is pleased to announce
that it has closed the brokered private placement previously announced on November 28, 2022 and
December 7, 2022, for gross proceeds to the Company of C$5,862, 549.70, (the “ Offering”) pursuant to
the terms of the agency agreement dated December 30, 2022 between the Company and the Agents (the
“Agency Agreement”). Pursuant to the Offering, Bea con Securities Limited, as lead agent and sole
bookrunner on behalf of a syndicate of agents which included Ra ymond James Ltd., Cormark Securities
Inc. and PI Financial Corp. (collectively, the “ Agents”), sold 16,750,142 common shares of the Company
(the “Common Shares”) at a price of C$0.35 per Common Share. Pursuant to the terms of the Agency
Agreement, the Agents received a 6% cash commission on the gros s proceeds of the Offering and the
Company also issued to the Agen ts compensation options (the “ Compensation Options”), representing
3% of the Common Shares issued under the Offering, with each Compensation Option exercisable for one
Common Share at an exercise price of C$0.35 for a period of two years following the closing, subject to
adjustment in certain events.
Certain insiders of the Company participated in the Offering an d purchased an aggregate of 3,007,142
Common Shares. Participation of such insiders in the Offering constituted a "related party transaction" as
defined under Multilateral Instrument 61‐101 – Protection of Minority Security Holders in Special
Transactions ("MI 61‐101"), but was exempt from the formal valuation and minority shareholder approval
requirements of MI 61‐101, as neither the fair market value of the securities issued to the insiders nor the
consideration paid by the insiders exceeded 25% of the Company' s market capitalization. None of the
Company's directors expressed an y contrary views or disagreemen ts with respect to the foregoing. The
Company did not file a material change report 21 days prior to the closing of the Offering as the details of
the participation of the insiders of the Company had not been confirmed at that time.
The Company intends to use the net proceeds of the Offering for the completion of the Cabaçal Project
Preliminary Economic Assessment (“ PEA”), the Cabaçal Project exploration program, property payment
pursuant to the Cabaçal Purchase Agreement, general corporate a nd administration costs, and general
working capital, each as further described in the offering docu ment filed by the Company on November
28, 2022 in respect of the Offering.
Mr. Gilbert Clark, Executive Chairman, stated: “We would like to thank our new and existing shareholders
for their continued support and vote of confidence in Meridian and its Cabaçal gold‐copper VMS project.
The proceeds received from the Offering have strengthen our balance sheet to advance the Cabaçal project
where we expect to deliver the PEA in early 2023 while continui ng to develop the enormous potential of
the undeveloped upside.”
About Meridian:
Meridian Mining UK S is focused on the acquisition, exploration, and development activities in Brazil. The
C o m p a n y i s c u r r e n t l y f o c u s e d o n r e s o u r c e d e v e l o p m e n t o f t h e C a baçal VMS gold‐copper project, the
regional scale exploration of the Cabaçal VMS belt, the exploration in the Jaurú & Araputanga Greenstone
belts all located in the state of Mato Grosso, and exploring th e Espigão polymetallic project in the State
of Rondônia Brazil.
On behalf of the Board of Directors of Meridian Mining UK S
Mr. Gilbert Clark
Executive Chairman
Meridian Mining UK S
Email: [email protected]
Ph: +1 (778) 715‐6410 (PST)
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Further information can be found at: www.meridianmining.co
Forward‐Looking Statements:
Some statements in this news release contain forward‐looking information or forward‐looking statements
for the purposes of applicable securities laws, including the anticipated use of proceeds. These statements
address future events and conditions and so involve inherent ri sks, uncertainties and other factors that
could cause actual events or results to differ materially from estimated or anticipated events or results
implied or expressed in such forward‐looking statements. Such r isks include, but are not limited to, the
Company’s use of proceeds of the Offering may vary from the intended uses, the Company’s expectations
regarding timing and delivery of the PEA, ongoing exploration programs, market conditions and the ability
to obtain all necessary regulatory approvals. There is some ris k that the forward‐looking statements will
not prove to be accurate, that the management's assumptions may not be correct or that actual results
may differ materially from such forward‐looking statements. Accordingly, readers should not place undue
reliance on the forward‐looking statements.
Any forward‐looking statement speaks only as of the date on whic h i t i s m ad e an d , e xc ep t as m ay b e
required by applicable securities laws, Meridian disclaims any intent or obligation to update any forward‐
looking statement, whether as a result of new information, future events, or results or otherwise.