Monarques Announces Closing of $940,000 Financing
December 21, 2012
QUÉBEC CITY, QUÉBEC--(Dec. 21, 2012) -
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THE UNITED STATES
MONARQUES RESOURCES INC. ("Monarques" or the "Corporation") (TSX VENTURE:MQR) is pleased to announce that it has closed the second tranche of its brokered private placements for an aggregate gross proceeds of $940,000 (the "Offering"), the first tranche of which was closed on December 14, 2012.
Pursuant to the Offering, the Corporation issued a total of (i) 688 flow-through units (the "FT Units"), offered at a price of $1,000 per FT Unit, for gross proceeds of $688,000, each FT Unit being comprised of 3,200 flow-through shares (the "FT Shares"), at a price of $0.25 per FT Share, 1,000 common shares (the "Common Shares"), at a price of $0.20 per Common Share, and 2,100 warrants (the "FT Unit Warrants") and of (ii) 1,260,000 units (the "Units"), offered at a price of $0.20 per Unit, for gross proceeds of $252,000, each Unit being comprised of one Common Share, at a price of $0.20 per Common Share, and one warrant (the "Unit Warrant"). Each FT Unit Warrant and Unit Warrant (the "Warrants") entitle its holder thereof to purchase one Common Share, at a price of $0.30 per Common Share, until December 14, 2015. The Corporation intends to list the Warrants, subject to the approval of the TSX Venture Exchange Inc.
The Offering was conducted by Industrial Alliance Securities Inc. acting as agent (the "Agent"). In consideration for its services, the Agent received a cash commission of $70,500 and agent's warrants (the "Agent's Warrants") to purchase, until December 21, 2015, a number of Common Shares equal to 5% of the total number of FT Shares and Common Shares issued pursuant to the Offering, namely 110,080 Common Shares at a price of $0.25 per Common Share and 97,400 Common Shares at a price of $0.20 per Common Share.
The net proceeds raised from the issuance of the FT Shares will be used by the Corporation to incur exploration expenditures on the Corporation's properties while the net proceeds raised from the issuance of the Common Shares will serve for land acquisition and working capital purposes.
Pursuant to the Offering, 10,000 Units were issued to Mr. Michel Baril, Chairman of the Board of the Corporation. This transaction constitutes a "related party transaction" within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions ("Regulation 61-101") and the TSX Venture Exchange Inc. Policy 5.9 - Protection of Minority Security Holders in Special Transactions. However, the directors of the Corporation have determined that the exemptions from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 can be relied on as neither the fair market value of the Units issued to Mr. Baril nor the fair market value of the consideration paid for these Units exceed 25% of the Corporation's market capitalization. None of the Corporation's directors has expressed any contrary views or disagreements with respect to the foregoing.
A material change report in respect of this related party transaction will be filed by the Corporation but could not be filed earlier than 21 days prior to the closing of the Offering due to the fact that the terms of the participation of each of the non-related parties and the related party in the Offering were not confirmed.
All securities issued pursuant to the Offering, including the Agent's Warrants, are subject to a restricted period of four months and a day, ending on April 22, 2013 under applicable Canadian securities legislation. As a result, the Corporation has 50,567,900 Common Shares issued and outstanding.
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