/NOT FOR DISTRIBUTION TO UNITED
STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
MONTREAL,
June 28, 2013 /CNW/ - Mason
Graphite Inc. ("Mason Graphite" or the "Company") (TSX.V: LLG)
is pleased to announce that it has closed its previously announced
brokered private placement offering of flow-through units (the "FT
Units") at a price $0.55 per FT Unit
and hard dollar units (the "HD Units") at a price of $0.50 per HD Unit. The Company issued 8,163,637
FT Units and 1,020,000 HD Units for aggregate gross proceeds of
C$5 million (the "Offering"). Each FT
Unit consists of one flow-through common share of the Company and
one-half of one non flow-through common share purchase warrant (a
"Warrant"). Each HD Unit consists of one common share of the
Company and one-half of one Warrant. Each whole Warrant entitles
the holder thereof to acquire one common share of the Company at a
price of $0.60 for a period of 24
months following the closing date of the Offering.
Benoit Gascon,
CEO of Mason Graphite commented, "With the proceeds of the Offering
the Company is well positioned to complete its planned exploration
program on the Lac Guéret property."
In connection with the Offering, the Company
paid a syndicate of agents co-led by Delano Capital Corp. and
PowerOne Capital Markets Limited and including Macquarie Capital
Markets Canada Ltd., Marquest Asset Management Inc. and Stonecap
Securities Inc. (together the "Agents") a cash fee equal to 7% of
the gross proceeds from the Offering. As additional compensation,
the Agents were issued compensation options (the "Broker Options")
equal to 7% of total number of securities issued by the Company
pursuant to the Offering. Each Broker Option consists of one common
share of the Company ("Broker Option Share") and one-half of one
common share purchase warrant (a "Broker Warrant"). Each Broker
Option is exercisable at a price of $0.60 per Broker Option for a period of 24 months
following the closing date of the Offering. Each Broker Warrant
entitles the holder to acquire one additional common share of the
Company at a price of $0.60 for a
period of 24 months following the closing date of the Offering.
The Company intends to use the gross proceeds of
the sale of the FT Units to incur Canadian exploration expenses (as
defined in the Income Tax Act (Canada)) for the Company's 100%-owned Lac
Guéret graphite property in northeastern Quebec, which expenses will be renounced for
the 2013 taxation year. The net proceeds of the sale of the HD
Units will be used for exploration expenses on the Lac Guéret
property and for general corporate purposes.
The Offering is subject to certain conditions
including, but not limited to, the receipt of all necessary
approvals, including the approval of the TSX Venture Exchange and
applicable securities regulatory authorities. All securities issued
pursuant to the Offering will be subject to a four month hold
period which will expire on October 29,
2013.
About Mason Graphite
Mason Graphite is a Canadian mining company
focused on the exploration and development of its 100% owned Lac
Guéret graphite property, which is located in northeastern Québec
near the main service center of Baie-Comeau. The Lac Guéret property currently
hosts a National Instrument 43-101 compliant Mineral Resource (see
news release issued on July 16,
2012), which considers the exploration of only 17% of one
well defined zone. Excellent potential exists for mineral growth.
The Company has also completed a Preliminary Economic Assessment
study which features 22 years of production at 27.4% Cgr and a
pre-tax internal rate of return of 33.7% (see news release issued
on April 22, 2013). The Company's
senior management team possesses significant graphite expertise
from their experience at Timcal/Imerys; including Benoit Gascon, CPA, CA, who held executive
positions for 20 years, including over 6 years as President and
CEO; Jean L'Heureux, Eng., Executive Vice-President, Process
Development, with over 20 years of experience; and Luc Veilleux, CPA, CA, Chief Financial Officer
and Executive Vice-President, with 8 years of experience. Timcal,
now owned by Imerys, is one of the largest graphite producers in
the world.
Full technical details and notes for the PEA
can be found in the technical report entitled "NI 43-101 Technical
Report
on the Preliminary Economic Assessment, Lac
Guéret Graphite Project, Quebec,
Canada" dated June 6, 2013 and
effective April 22, 2013, which is
available under Mason Graphite's profile on SEDAR at www.sedar.com
and on Mason Graphite's website at www.masongraphite.com.
Cautionary Note: A PEA is preliminary in
nature and includes Inferred Mineral Resources, which are
considered too geologically speculative to have mining and economic
considerations applied to them that would enable them to be
categorized as mineral reserves. Mineral resources that are not
mineral reserves do not have demonstrated economic viability. There
is no certainty that the reserves development, production, and
economic forecasts on which the PEA is based will be
realized.
Cautionary Statements Regarding Forward Looking
Information
This press release contains "forward-looking
information" within the meaning of Canadian securities legislation.
Forward-looking information includes, without limitation,
statements regarding the Company's exploration prospects and the
anticipated use of proceeds of the Offering. Generally, such
forward-looking information can be identified by the use of
forward-looking terminology such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or state that
certain actions, events or results "may", "could", "would", "might"
or "will be taken", "occur" or "be achieved". Forward-looking
information is subject to known and unknown risks, uncertainties
and other factors that may cause the actual results, level of
activity, performance or achievements of the Company to be
materially different from those expressed or implied by such
forward-looking information, including but not limited to: (i)
volatile stock price; (ii) the general global markets and economic
conditions; (iii) the possibility of write-downs and impairments;
(iv) the risk associated with exploration, development and
operations of mineral deposits; (v) the risk associated with
establishing title to mineral properties and assets; (vi) the risks
associated with entering into joint ventures; (vii) fluctuations in
commodity prices; (viii) the risks associated with uninsurable
risks arising during the course of exploration, development and
production; (ix) competition faced by the resulting issuer in
securing experienced personnel and financing; * access to adequate
infrastructure to support mining, processing, development and
exploration activities; (xi) the risks associated with changes in
the mining regulatory regime governing the resulting issuer; (xii)
the risks associated with the various environmental regulations the
resulting issuer is subject to; (xiii) risks related to regulatory
and permitting delays; (xiv) risks related to potential conflicts
of interest; (xv) the reliance on key personnel; (xvi) liquidity
risks; (xvii) the risk of potential dilution through the issue of
common shares; (xviii) the risk of litigation; and (xix) risk
management.
Forward-looking information is based on
assumptions management believes to be reasonable at the time such
statements are made, including but not limited to, continued
exploration activities, no material adverse change in metal prices,
exploration and development plans proceeding in accordance with
plans and such plans achieving their stated expected outcomes,
receipt of required regulatory approvals, and such other
assumptions and factors as set out herein. Although the Company has
attempted to identify important factors that could cause actual
results to differ materially from those contained in the
forward-looking information, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can
be no assurance that such forward-looking information will prove to
be accurate, as actual results and future events could differ
materially from those anticipated in such forward-looking
information. Such forward-looking information has been provided for
the purpose of assisting investors in understanding the Company's
business, operations and exploration plans and may not be
appropriate for other purposes. Accordingly, readers should not
place undue reliance on forward-looking information.
Forward-looking information is made as of the date of this press
release, and the Company does not undertake to update such
forward-looking information except in accordance with applicable
securities laws.
This press release does not constitute an
offer to sell or a solicitation of an offer to buy securities, nor
shall there be any sale of securities, in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of such
jurisdiction. The securities have not been and will not be
registered under the United States Securities Act of 1933, as
amended, (the "U.S. Securities Act") or any state securities laws
and may not be offered or sold within the
United States or to or for the account or benefit of a U.S.
person (as defined in Regulation S under the U.S. Securities Act)
unless registered under the U.S. Securities Act and applicable
state securities laws or an exemption from such registration is
available.
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 release.
SOURCE Mason Graphite Inc.