Meridian Announces Best Efforts Brokered Private Placement

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/

LONDON, Sept. 28, 2021 /CNW/ - Meridian Mining UK S (TSXV: MNO) (FRANKFURT: 2MM) (OTCQB: MRRDF) ("Meridian" or the "Company") – is pleased to announce that it has entered into an agreement with Beacon Securities Limited (the "Lead Agent"), as lead agent and sole bookrunner on behalf of a syndicate of agents (collectively with the Lead Agent, the "Agents"), in connection with a best efforts private placement of up to 12,900,000 common shares of the Company (the "Offered Shares") at a price of $0.70 per Offered Share (the "Issue Price") for gross proceeds to the Company of up to approximately $9,030,000 (the "Offering").

The Company has granted the Agents an option, exercisable by the Lead Agent on behalf of the Agents, to sell up to an additional $1,354,500 of Offered Shares at the Issue Price, exercisable in whole or in part at any time up to 48 hours prior to the closing date of the Offering.

The Company intends to use the net proceeds of the Offering for advancing its camp scale VMS Copper-Gold-Silver Project ("Cabaçal") in Mato Grosso, Brazil, working capital and general corporate purposes.

The closing of the Offering is anticipated to occur on or about October 19, 2021 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.  All securities issued under the Offering will be subject to a hold period in Canada expiring four months and one day from the closing date of the Offering.

The Offering will be conducted pursuant to the terms of an agency agreement to be entered into between the Company and the Agents on or prior to the Closing Date. In connection with the Offering, the Agents will receive a cash commission equal to 6% of the gross proceeds of the Offering, other than proceeds from the Company's president's list which will not be subject to any commission.

The Offering will be conducted in all provinces of Canada and in the United States pursuant to private placement exemptions and in such other jurisdictions as are agreed to by the Company and the Lead Agent.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Meridian

Meridian Mining UK S is focused on the acquisition, exploration, and development activities in Brazil. The Company is currently focused on resource development of the Cabaçal VMS Copper-Gold-Silver project, exploration in the Jaurú & Araputanga Greenstone belts located in the state of Mato Grosso; exploring the Espigão polymetallic project and the Mirante da Serra manganese project in the State of Rondônia Brazil.

Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information within the meaning of Canadian securities laws (collectively, "forward-looking statements"). Forward-looking statements in this news release relate to, among other things: the completion of the Offering, the timing and size of the Offering, the timing and receipt of approval from the TSX Venture Exchange, the expected use of the net proceeds of the Offering, the anticipated closing date of the Offering and all other statements that are not historical facts, particularly statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance of the Company. Often, but not always, forward-looking statements can be identified through the use of words or phrases such as "will likely result", "are expected to", "expects", "will continue", "is anticipated", "anticipates", "believes", "estimated", "intends", "plans", "forecast", "projection", "strategy", "objective" and "outlook". Forward-looking statements contained in this news release are made based on reasonable estimates and assumptions made by management of the Company at the relevant time in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that are believed to be appropriate and reasonable in the circumstances. Forward-looking statements contained in this news release are made as of the date of this news release and the Company will not update any such forward-looking statements as a result of new information or if management's beliefs, estimates, assumptions or opinions change, except as required by law.  There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements.

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 Meridian Mining UK S

Dr. Adrian McArthur, CEO, President and Director, Meridian Mining UK S, Email: [email protected], Ph: [phone] (PST)