LUCKY MINERALS INC. ENTERS INTO A BOUGHT DEAL AGREEMENT FOR GROSS PROCEEDS OF C$2,500,000.
Vancouver, Canada – August 20 , 2018 – Lucky Minerals Inc. (TSXV: LJ) (the “Company”) has today entered into
an agreement with Clarus Securities Inc. (the “Underwriter”), pursuant to which Clarus Securities has agreed to
purchase, on a bought deal basis for resale an aggregate of 2,500 Convertible Debenture Units (the “Debenture
Units”) of Lucky Minerals Inc. (the “Company”). Each Debenture Unit consists of (i) $1,000 principal amount of
12% three year convertible unsecured unsubordinated debentures (the “Convertible Debentures”) convertible at a
price of $0.15 per Common Share (the “Conversion Price”); and (ii) 2,500 common share purchase warrants (the
“Debenture Warrants” and, together with the Convertible Debentures, the “Securities”) of the Company. Each
Debenture Warrant entitles the holder thereof to purchase one common share in the capital of the Company at an
exercise price of $0.22 for a period of 24 months following the Closing Date.
The Company has also granted the Underwriter an option (the “Over-allotment Option”) to purchase an additional
375 Debenture Units, exercisable in whole or in part, for a period of 30 days from and including the Closing Date to
cover over-allotments, if any, and for market stabilization purposes. The Underwriter shall be under no obligation
whatsoever to exercise the Over-allotment Option, in whole or in part. The aggregate gross proceeds of the Offering
if the Over-allotment Option is exercised in full shall be $2,875,000.
The Debenture Units will be offered in each of the provinces and territories of Canada other than the Province of
Quebec by short form prospectus and in such other jurisdictions, including the United States and in those
jurisdictions outside of Canada and the United States which are agreed to by the Company and the Underwriters,
where the Debenture Units can be issued on a private placement basis, exempt from any prospectus, registration or
other similar requirements.
The Offering is expected to close on or about September 11, 2018 (the “Closing Date”) and is subject to certain
conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX
Concurrently with the Offering, the Company intends to complete a non-brokered private placement of gross
proceeds of up to $750,000 (the “Private Placement”) by the issuance of up to 5,000,000 units of the Company
(each a “Unit”) at a price of $0.15 per Unit. Each Unit consists of one (1) common share in the share capital of the
Company and one half (1/2) of a common share purchase warrant of the Company (the “Warrants”). Each whole
Warrant entitles the holder thereof to purchase one common share in the capital of the Company at an exercise price
of $0.22 for a period of 24 months following the closing date of the Private Placement. Closing of the Private
Placement is subject to certain conditions including, but not limited to, the receipt of all necessary approvals
including the approval of the TSX Venture Exchange. Securities to be issued pursuant to the Private Placement will
be subject to a statutory hold period of four months and a day from the date of issuance. The Company intends to use the net proceeds from the Offering and the Private Placement for working capital and general corporate purposes. In connection with the Offering, PowerOne Capital Markets Limited has been appointed as a special advisor to the Company.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of Lucky
Minerals Inc. in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. 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 within the United States or to, or for
the account or benefit of, U.S. Persons unless registered under the U.S. Securities Act and applicable state securities
laws or unless an exemption from such registration is available.
About Lucky Minerals
Lucky Minerals is a venture stage exploration company that is targeting a large-scale porphyry copper-goldmolybdenum
system in southern Montana that could potentially host significant gold deposit. The company is
focused on its Emigrant Creek Project, which covers a 15 square kilometer area (6 square miles) located in the core
of the mineralized and intensely altered Emigrant Mining District. To date, ten highly mineralized breccia-pipes and
two porphyry targets exist within the company’s property boundary. These targets have been variously explored by
drilling, induced polarization geophysical surveys, rock chip sampling and geologic & alteration mapping. The
company’s properties are comprised of nine patented claims and eight unpatented claims, with an additional 117
claims staked, covering a total area of approximately 1,035 hectares (2,560 acres). Lucky Minerals resumed
exploration in July, 2017 and has slated numerous activities to commence over the summer and into the fall,
including further diamond drilling, geophysical work, geological mapping and ongoing sampling.
Furthermore, the Company has entered into a definitive agreement with Monterra Resources S.A. a private company
from Panama for the acquisition of all of the issued and outstanding shares of Goldmindex S.A, a private Ecuadorian
company that holds rights to the twelve mining claims comprising the Fortuna Property. The Company has received
conditional approval from the TSX Venture Exchange on the contemplated acquisition on July 6, 2018 and the
Company is currently in the process of fulfilling the remaining conditions required by the TSX Venture Exchange to
obtain final approval on the contemplated acquisition. Additional information relating to the Company is also
available on SEDAR at www.sedar.com.
Chief Financial Officer and Director
This press release contains certain forward-looking statements within the meaning of applicable securities laws,
including statements regarding the Offering. Words such as “expects”, “anticipates” and “intends” or similar
expressions are intended to identify forward-looking statements. These forward-looking statements are based on
Lucky Minerals’s current projections and expectations about future events and other factors management believes
are appropriate. Although Lucky Minerals believes that the assumptions underlying these forward-looking
statements are reasonable, they may prove to be incorrect, and readers cannot be assured that the Offering and the
closing thereof will be consistent with these forward-looking statements. Actual results could differ materially from
those projected in the forward-looking statements as a result of numerous factors, including certain risk factors,
many of which are beyond Lucky Minerals’s control. Additional risks and uncertainties regarding Lucky Minerals
are described in its publicly-available disclosure documents, filed by Lucky Minerals on SEDAR (www.sedar.com)
except as updated herein. The forward-looking statements contained in this news release represent Lucky Minerals’
expectations as of the date of this news release, or as of the date they are otherwise stated to be made, and
subsequent events may cause these expectations to change. Lucky Minerals undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result of new information, future events or otherwise,
except as may be required by law.
Neither the TSX Venture Exchange (the “Exchange”) nor its Regulation Services Provider (as that term is defined in
the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.