CSE SYMBOL: SRS

Shamrock Announces Private Placement and Debt Settlement

News Release

CSE: SRS

July 8, 2019

 

Shamrock Enterprises Inc.  (“Shamrock” or the “Company”), a Canadian mineral exploration company, is pleased to announce it has been granted an exemption by the Canadian Securities Exchange regarding its minimum pricing policy.  Accordingly, the Company intends to raise up to $150,000 by the issuance of 7,500,000 Units at $0.02 per Unit.  Each Unit will consist of one common share and one share purchase warrant exercisable at $0.04 per share for two years from the date of issuance.

In addition, the Company intends to raise up to $100,000 by the issuance of 2,500,000 Flow-Through units at $0.04 per unit.  Each Unit will consist of one Flow-Through share and one common share purchase warrant exercisable at $0.05 per share for two years from the date of issuance.

The offering is open, subject to certain limitations discussed below, to existing shareholders of the Company who, as of the close of business on July 5, 2019, held common shares of the Company (and who continue to hold common shares of the Company at the time of closing) pursuant to the prospectus exemption set out in Multilateral CSA Notice 45-313 and the various corresponding blanket orders and rules of participating jurisdictions (the existing shareholder exemption is not available in Newfoundland and Labrador). The total acquisition cost to a subscriber under the existing shareholder exemption cannot exceed $15,000 within the last 12 months, unless that subscriber has obtained advice from a registered investment dealer regarding the suitability of the investment.  Any existing shareholders interested in participating in the offering should contact the Company.

In addition to using the existing shareholder exemption, the offering will also be conducted pursuant to other available prospectus exemptions, including sales to accredited investors and family members, close friends and business associates of directors and officers of the Company, existing shareholders and to purchasers who have obtained suitability advice from a registered investment dealer pursuant to BC Instrument 45-536.

There is a minimum subscription amount of $2,500.  All Shares issued pursuant to the offering will be subject to a four month plus one day hold period. A finder’s fee may be paid to eligible finders with respect to any portion of the offering that is not subscribed for by existing shareholders.

 

The proceeds of the offerings will be used for the following purposes:

 

To carry out exploration work programs

 

$100,000

Accounting and Audit fees

 

$15,000

Property Payments

Previous Exploration Expenses

 

$30,000

$50,000

To General Working Capital

 

$55,000

     

TOTAL:

 

$250,000

 

Although the Company intends to use the proceeds of the offering as described above, the actual allocation of net proceeds may vary from the uses set forth above, depending on future operations and unforeseen events or opportunities.  One initiative being undertaken by the Company is the continued search for further exploration opportunities in the Province. This is being led by geologists under in the employ of C.J. Greig & Associates Ltd., who have previously been active in acquiring and adding to the Company’s Milly and Stellar landholdings.

 

Shamrock shall, pursuant to the provisions in the Income Tax Act (Canada), incur eligible CEE (the "Qualifying Expenditures"), after the closing date and prior to December 31, 2019 in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of the subject flow-through common shares. The Company shall renounce the Qualifying Expenditures so incurred to the purchasers of the flow-through common shares on or prior to December 31, 2019.

 

In addition, the company has entered into a debt settlement agreement to settle obligations owed to a consultant of the company in the amount of $52,500 through the issuance of an 1,500,000 common shares of Shamrock at deemed value of $0.035 per share.

 

About Shamrock: Shamrock Enterprises Inc. is a Canadian-based junior mining exploration company focused on the procurement, exploration and development of precious and base metal properties in North America. The Company’s common shares are listed and posted for trading on the Canadian Securities Exchange ("CSE") under the symbol "SRS".

On behalf of the Board,

“Bob Faris”, CEO

For further information, please contact:
Shamrock Enterprises Inc.
Bob Faris, Chief Executive Officer
Phone: (604) 880-2121

Neither the Canadian Securities Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

Statements included in this announcement, including statements concerning our plans, intentions and expectations, which are not historical in nature are intended to be, and are hereby identified as “forward-looking statements”. Forward looking statements may be identified by words including “anticipates”, “believes”, “intends”, “estimates”, “expects” and similar expressions. The Company cautions readers that forward-looking statements, including without limitation those relating to the Company’s future operations and business prospects, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements. Readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance on forward-looking statements. Any forward-looking statements are made as of the date of this news release, and the Company assumes no obligation to update the forward-looking statements, except in accordance with the applicable laws.