Vancouver, BC – Medallion Resources Ltd (TSX-V: MDL; OTCQX: MLLOF – “Medallion” or the “Company”) announces that its President, Don Lay, has arranged the sale through the facilities of the TSX Venture Exchange (the “TSXV”) of 2,000,000 common shares of Medallion held or controlled by Mr. Lay at a price of $0.20 per share (the “Disposition”). The proceeds from the Disposition will be used by Mr. Lay to fund his subscription to a private placement by Medallion (the “Private Placement”) of 2,000,000 common shares of Medallion at a price of $0.20 per share, for gross proceeds to Medallion of $400,000.
As Mr. Lay or accounts he controls will be the sole subscriber to the Private Placement, the transaction will constitute a related party transaction under applicable securities laws, however the Private Placement will be exempt from the formal valuation and minority shareholder approval requirements of Multilateral Instrument 51-101 Protection of Minority Security Holders in Special Transactions, as neither the fair market value of any shares issued to Mr. Lay or account he controls, nor the consideration paid by Mr. Lay, will exceed 25% of the Company’s market capitalization. The Disposition and the Private Placement on a net basis will not alter the number of common shares of Medallion held or controlled by Mr. Lay. The plans for the Disposition have been fully disclosed to the Board of Directors of Medallion (the “Board”), and the terms of the Private Placement have been reviewed and approved by the Board with Mr. Lay abstaining from the approval process.
The common shares issued to Mr. Lay in the Private Placement will be subject to a four-month hold period pursuant to applicable securities laws. The Private Placement remains subject to the approval of the TSXV.
About Medallion Resources Ltd.
Medallion is rethinking rare earths. Headed by Dr Bill Bird and supported by an experienced technical team, the Company believes it is well positioned to identify and exploit the world’s most promising rare-earth opportunities. Medallion’s strategy is to target large deposits amenable to straightforward low-cost mining and metallurgical processes that lead to near-term, rare-earth production and long-term, low-cost supply. Rare earths are used in critical components for virtually all computing and mobile electronic products, as well as wind turbines, electric and hybrid vehicles and strategic defense systems. Medallion is committed to following best practices and accepted international standards in all aspects of mining, mineral processing and the safe management of waste materials. More about Medallion (TSX-V: MDL; OTCQX: MLLOF; Frankfurt: MRD) can be found at medallionresources.com.
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Medallion management has prepared this news release and takes full responsibility for content. Neither 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 contains forward-looking statements that are based on the Medallion’s current expectations and estimates. Forward-looking statements are frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “suggest”, “indicate” and other similar words or statements that certain events or conditions “may” or “will” occur, and include, without limitation, statements regarding the completion and terms of the Disposition and the Private Placement. Such forward-looking statements involve known and unknown risks, 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, including risks associated with changing market conditions and the ability or willingness of any of the parties to the transactions mentioned in this news release to complete such transactions. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, Medallion disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.