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Midnight Sun Announces Private Placement
Vancouver, British Columbia, June 3, 2013 — Midnight Sun Mining Corp. (the “Company” or “Midnight Sun”) (TSX-V: MMA) is pleased to announce a non-brokered private placement of 8,000,000 units (the “Units”) at a price of $0.16 per Unit for gross proceeds of $1,280,000 (the “Offering”). Each Unit will consist of one (1) common share (“Common Share”) in the capital of the Company and one (1) Common Share purchase warrant (a “Warrant”). Each Warrant will entitle the holder to purchase one Common Share of the Company for a period of eighteen months from the closing of the Offering at an exercise price of $0.30. The net proceeds from the Offering will be used by the Company to fund its initial work commitments on the three Zambian mineral exploration permits for which it recently entered into a Letter of Intent to option, continued exploration on its Namibian properties, as well as general working capital. The Company intends to close the Offering as soon as practicable.
The Offering, including the future issuance of the Common Shares and Warrants, is subject to the final approval of the TSX Venture Exchange. All securities issued will be subject to a hold period of four months and one day pursuant to applicable securities laws.
ON BEHALF OF THE BOARD
President & CEO
For further information contact:
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 NEWS RELEASE.
These securities being offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and may not be offered or sold in the
United States or to, or for the benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act) absent U.S. registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.
This news release includes certain statements that may be deemed “forward-looking statements.” All statements in this release, other than statements of historical facts, including the expected completion of the Option Agreement with Kam Chuen, the expected completion of the Offering, and the expected use of proceeds are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include, changes in market conditions, unsuccessful exploration results, changes in the price of gold, unanticipated changes in key management personnel and general economic conditions. Mining exploration and development is an inherently risky business. Accordingly the actual events may differ materially from those projected in the forward-looking statements. This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements. These and other factors should be considered carefully and readers should not place undue reliance on the Company’s forward-looking statements. The Company does not undertake to update any forward- looking statement that may be made from time to time by the Company or on its behalf, except in accordance with applicable securities laws.