/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./
VANCOUVER, Nov. 9, 2017 /CNW/ - Mawson Resources Limited ("Mawson") or (the "Company") (TSX:MAW) (Frankfurt:MXR) (PINKSHEETS: MWSNF) announced today that it has entered into an agreement with Haywood Securities Inc. ("Haywood"), as lead agent on behalf of a syndicate of agents including Canaccord Genuity Corp., Red Cloud Klondike Strike Inc., and Eight Capital (together with Haywood, the "Agents"), in connection with a "best efforts" private placement offering (the "Offering") of up to 14,286,000 units (the "Units") of the Company, at a price of C$0.35 per Unit (the "Issue Price"), for gross proceeds to the Company of up to C$5,000,100. Each Unit will consist of one common share in the capital of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to acquire one common share of the Company at a price of C$0.50 for a period of 24 months from the closing of the Offering.
The Company has agreed to grant the Agents an over-allotment option to offer, at the Issue Price, up to that number of additional Units as is equal to 15% of the number of Units in the Offering, on the same terms and conditions as the Offering, increasing the size of the Offering to a maximum of 16,428,900 Units. The over-allotment option may be exercised in whole or in part at any up to the closing of the Offering. If this option is exercised in full, an additional $750,015 will be raised pursuant to the Offering and the aggregate gross proceeds of the Offering will be $5,750,115.
Certain insiders of the Company plan to participate in the Offering.
The net proceeds received by the Company from the Offering will be used for exploration on the Company's exploration properties, primarily in Finland and for working capital and general corporate purposes.
The closing of the Offering is expected to occur on or about December 6, 2017, and is subject to the receipt of any necessary regulatory approvals, including the approval of the Toronto Stock Exchange. All securities issued in connection with the Offering will be subject to a statutory four-month hold period.
The securities offered have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.
About Mawson Resources Limited (TSX:MAW, FRANKFURT:MXR, PINKSHEETS:MWSNF)
Mawson Resources Limited is an exploration and development company. Mawson has distinguished itself as a leading Nordic Arctic exploration company with a focus on the flagship Rompas and Rajapalot gold projects in Finland.
On behalf of the Board,
"Michael Hudson" Michael Hudson, Chairman & CEO
Forward-Looking Statement This news release contains forward-looking statements or forward-looking information within the meaning of applicable securities laws (collectively, "forward-looking statements"). All statements herein, other than statements of historical fact, are forward-looking statements. Although Mawson believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate, and similar expressions, or are those, which, by their nature, refer to future events. Mawson cautions investors that any forward-looking statements are not guarantees of future results or performance, and that actual results may differ materially from those in forward-looking statements as a result of various factors, including, but not limited to, closing of the Offering, the proposed use of the net proceeds of the Offering, capital and other costs varying significantly from estimates, changes in world metal markets, changes in equity markets, planned drill programs and results varying from expectations, delays in obtaining results, equipment failure, unexpected geological conditions, local community relations, dealings with non-governmental organizations, delays in operations due to permit grants, environmental and safety risks, and other risks and uncertainties disclosed under the heading "Risk Factors" in Mawson's most recent Annual Information Form filed on www.sedar.com. 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, Mawson disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise.
SOURCE Mawson Resources Ltd.
For further information: 1305 - 1090 West Georgia St., Vancouver, BC, V6E 3V7, Mariana Bermudez (Canada), Corporate Secretary, +1 (604) 685 9316, [email protected]