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Published on 7/12/2012 in the Prospect News PIPE Daily.

Mukuba to raise up to C$1.5 million via private placement of units

Offering is conditioned on one-for-four reverse split of common stock

By Angela McDaniels

Tacoma, Wash., July 12 - Mukuba Resources Ltd. plans to raise C$750,000 to C$1.5 million through a private placement of units.

The company will sell up to 12.5 million units for C$0.12 each. Each unit will consist of one share and one warrant, according to a company news release.

Each warrant will be exercisable for two years for one share at a price of C$0.16.

Cormark Securities Inc. and Ocean Equities Ltd. have committed to purchase, or find suitable substitute purchasers for, at least C$500,000.

The company will issue a C$250,000 debenture that is convertible into 2,083,333 units once the offering closes. These units are included in the 12.5 million units described above.

The remaining C$750,000 of the financing will be issued to suitable subscribers on a best-efforts basis. The company said there is no current commitment from any subscriber for the remaining C$750,000.

The offering is conditioned on the completion of a one-for-four reverse split of the company's shares, which requires shareholder approval. The company plans to hold a shareholder meeting on Aug. 30.

The warrant strike price is a 357% premium over the company's C$0.035 closing share price on July 11. On a post-reverse split basis, it would be a 14.3% premium.

Closing is expected to occur on Sept. 12.

If the reverse split and the offering are not completed within the next four months, the debenture will bear interest at a rate of 10% effective from the date of issue and be convertible into shares at a rate of C$0.10 per common share on a pre-consolidation basis.

The proceeds of the offering will be used for general corporate purposes.

Mukuba is a mining company based in Toronto.

Issuer:Mukuba Resources Ltd.
Issue:Units of one common share and one warrant
Amount:C$750,000 to C$1.5 million
Units:Up to 12.5 million
Price:C$0.12
Warrants:One warrant for one share per unit
Warrant expiration:Two years
Warrant strike price:C$0.16
Agents:Cormark Securities Inc. and Ocean Equities Ltd. (for at least C$500,000)
Pricing date:July 12
Settlement date:Sept. 12
Stock symbol:TSX Venture: MKU
Stock price:C$0.035 at close July 11
Market capitalization:C$2.7 million

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