Minkap Announces Closing of Private Placement and Termination of Agreement with Linceo Media
MINKAP RESOURCES INC.
133 Richmond Street West, Suite 501, Toronto, ON M5H 2L3 Canada TSXV: KAP
MINKAP ANNOUNCES CLOSING OF PRIVATE PLACEMENT AND
TERMINATION OF AGREEMENT WITH LINCEO MEDIA
Toronto, Ontario, September 19, 2019 – MinKap Resources Inc. (TSX-V: KAP) (the “Company” or
“MinKap”), announces that further to its news release of August 8, 2019, the Company has issued an
aggregate of 5,000,000 (“Units”) at a price of $0.05 per Unit for gross proceeds of $ 250,000 (the
"Offering").
Each Unit consists of one common share (each, a “Common Share”) and one Common Share purchase
warrant (“Warrant”). Each Warrant entitling the holder thereof to purchase one Common Share at a price
of $0.10 for a period of twenty-four (24) months from the closing date.
Further, the Company is pleased to announce that it intends to increase the size of the Offering and close a
second tranche, through the issuance of up to an additional 2,000,000 Units for further gross proceeds of
up to $100,000. The increase of the Offering remains subject to approval from the TSX Venture Exchange
(“TSX-V”).
The net proceeds of the offering will be used for general working capital purposes. All securities issued in
connection with the Offering will be subject to a statutory hold period of four months and one day . The
Offering remains subject to final acceptance of the TSX-V.
The Offering constituted a related party transaction within the meaning of TSX Venture Exchange Policy
5.9 and Multilateral Instrument 61- 101 (“MI 61-101”) as certain insiders of the Company subscribed for
an aggregate of 200,000 Units pursuant to the Offering. The Company is relying on the exemptions from
the valuation and minority shareholder approval requirements of MI 61 -101 contained in sections 5.5(b)
and 5.7(1)(a) of MI 61-101, as the Company is not listed on a specified market and the fair market value of
the participation in the Offering by insiders does not exceed 25% of the market capitalization of the
Company, as determined in accordance with MI 61-101. The Company did not file a material change report
in respect of the related party transaction at least 21 days before the closing of the Offering, which the
Company deems reasonable in the circumstances in order to complete the Offering in an expeditious
manner.
MinKap also announces that further to its press release of February 21, 2019, the property acquisition
agreement (the “Agreement”) dated February 21, 2019, between the Company and Linceo Media Group Inc.
has been terminated by the Company in accordance with the provisions of the Agreement and the transaction
contemplated therein will not proceed.
On behalf of the Board of Directors
MinKap Resources Inc.
Jonathan Armes
President & CEO
Phone 1 (416) 708-0243
MINKAP RESOURCES INC.
133 Richmond Street West, Suite 501, Toronto, ON M5H 2L3 Canada TSXV: KAP
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 press release.
This press release contains forward -looking statements within the meaning of applicable Canadian and U.S. securities laws and
regulations, including statements regarding the future activities of the Company. Forward looking statements reflect the cur rent
beliefs and expectations of management and are identified by the use of words including “will”, “anticipates”, “expected to”,
“plans”, “planned” and other similar words. Actual results may differ significantly. The achievement of the results express ed in
forward-looking statements is subject to a number of risks, including those described in the Company’s management discussion
and analysis as filed with the Canadian securities regulatory authorities which are available at www.sedar.com. Investors ar e
cautioned not to place undue reliance upon forward-looking statements.