Vancouver, British Columbia–(Newsfile Corp. – June 5, 2026) – Mineral Road Discovery Inc. (CSE: ROAD) (the “Company” or “ROAD”) is pleased to announce that, further to its news releases of April 8th, May 1st, May 21st and May 29th, 2026, it has closed the second tranche of its non-brokered private placement. The Company has issued an additional 3,000,000 units at a price of $0.06 per unit for proceeds of $180,000 (the “Private Placement”). Each unit consists of one common share and one warrant, with each warrant entitling the holder to purchase one common share at a price of $0.08 for a period of three years expiring June 3, 2029. Proceeds will be used for general working capital. All securities issued will be subject to a four month hold period expiring October 4, 2026.
Mineral Road Partners Inc. (“MR Partners”), a company controlled by Damien Reynolds, the Company’s Chairman, interim CEO and Director, acquired 500,000 units of the Company. As a result, MR Partners now owns, directly and indirectly, 66.27% of the outstanding shares of the Company or 72.42% assuming exercise of all warrants held by MR Partners and is a “control person” as that term is defined under securities legislation.
MR Partners purchased the units for investment purposes. The Private Placement and the acceptance of the subscription by MR Partners was approved by unanimous resolution of the board of directors of the Company. There was no formal valuation of the Company done in connection with the Private Placement nor has there been such a formal valuation in the past 24 months. The Company relied upon the exemptions contained in Section 5.5(b) and 5.7(b) of Multilateral Instrument 61-101 (“MI 61-101”) to avoid the formal valuation and shareholder approval requirements of MI 61-101. For the purposes of Section 5.5(b), the Company does not have any securities listed on any of the stock exchanges set out in Section 5.5(b) and for the purposes of Section 5.7(b) the exemption was available as the consideration paid for the units subscribed for by MR Partners was less than $2,500,000.
The securities referred to in this news release have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“) or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent registration under the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is available. This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements. “United States” and “U.S. person” have the respective meanings assigned in Regulation S under the U.S Securities Act.
FOR FURTHER INFORMATION CONTACT:
Garry Stock
Director
Mineral Road Discovery Inc.
Telephone: 778 819 1870
Neither the Canadian Securities Exchange nor its Regulation Service Provider (as the term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy of accuracy of this news release.
Not for distribution to United States Newswire Services or for dissemination in the United States
