Vancouver, BC – May 1, 2018

NEWS RELEASE

NON-BROKERED PRIVATE PLACEMENT

 

Vancouver, BC, Canada – May 1, 2018

Further to the Company’s news release dated February 21, 2018 Mineral Hill Industries Ltd. (“MHI” or the “Company”), after receiving “Conditional Acceptance” from the TSX Venture Exchange (“TSX-V”) for its proposed transaction, wishes to announce that it will use its best efforts to sell by private placement (PP1805) of up to 5,000,000 million securities units at $0.30 per securities unit (“Unit”) for total proceeds of up to Cdn$1,500,000.  Each Unit consist of one common share of the Company at a price of Cdn$0.30 per Unit and one transferable common share purchase warrant (“Warrant”).  Each Warrant will entitle the holder to purchase, for a period of two (2) years from the date of issue, at an exercise price of Cdn$0.50 per Warrant Share during the first year and Cdn$1.00 per Warrant Share during the second year.

The Warrants issued under PP1805 may be executed in phases but all Securities issued pursuant to this private placement are subject to a four-month hold period following the closing date. The proceeds from the private placement will be used towards its development program for the to be acquired Leasehold Estate oil & gas wells and partially finance the company’s continuing capital program and for general corporate purposes including partial repayment of its outstanding cash advances.

Certain directors and officers of the Company may acquire units under the private placement.  Any such participation would be considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any units issued to or the consideration paid by such persons will exceed 25% of the Company’s market capitalization. This private placement is subject to regulatory approval.

MHI will pay a finder’s fee in connection with the private placement on the portion of the total proceeds which will be raised from non-related parties.

 

The Company seeks Safe Harbor

 

For further information, please contact: Dieter Peter. President & CEO   Phone: (604) 617-6794

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.

 

The securities being offered have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to U.S. persons without registration or applicable exemption from the registration requirement of such Act.  This release does not constitute an offer for sale of such securities in the United States of America.