Not for distribution to U.S. news wire services or dissemination in the United States.
May 18, 2017, Vancouver, British Columbia – TriMetals Mining Inc. (TSX: TMI, OTCQX:TMIAF) (the “Company”) has announced today that it has entered into an agreement with a syndicate of agents led by BMO Capital Markets in connection with a marketed private placement of units (the “Units”) at a price of C$0.24 per unit (the “Offering”). The Offering is expected to raise total gross proceeds of approximately C$3.5 million. Each Unit entitles the holder to acquire, for no additional consideration, one common share (“Common Share”) of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant a “Warrant”) of the Company.
Each full Warrant will entitle the holder thereof to purchase one Common Share of the Company at a price of C$0.30 per Common Share, for a period of 30 months following the Closing Date.
The Company will also grant the Agents an option to increase the size of the Offering by up to an additional C$1.5 million of Units on the same terms and conditions as the Offering, exercisable at any time, in whole or in part, up to 48 hours prior to the closing of the Offering. If the option is exercised in its entirety, the aggregate gross proceeds of the Offering to the Company will be approximately C$5 million.
The Company intends to use the net proceeds of the Offering for the continued exploration and resource expansion at the near surface, Gold Springs gold-silver project and for general corporate purposes.
The Offering is expected to close on or about June 2, 2017 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange (“TSX”) and the applicable securities regulatory authorities.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About TriMetals Mining Inc.
TriMetals Mining Inc. is a growth focused mineral exploration company creating value through the exploration and development of the near surface, Gold Springs gold-silver project in mining friendly Nevada and Utah in the U.S.A.
The Company’s approach to business combines the team’s track record of discovery and advancement of large projects, key operational and process expertise, and a focus on community relations and sustainable development. Management has extensive experience in the global exploration and mining industry.
The Company’s common shares and Class B shares are listed on the Toronto Stock Exchange under the symbols “TMI” and “TMI.B” and the common shares and Class B shares also trade on the OTCQX market under the symbol “TMIAF” and “TMIBF”. Note that the Class B shares have no interest in the properties or assets of the Company. The Class B shares are only entitled collectively to 85% of the net cash, if any, (after deducting all costs, taxes and expenses and the third-party funder’s portion thereof) received by TMI from award or settlement in relation to the Company’s subsidiary South American Silver Limited’s arbitration proceeding against Bolivia for the expropriation of the Malku Khota project in 2012. Additional information related to TriMetals Mining Inc. is available at www.trimetalsmining.com and on SEDAR at www.sedar.com.
Certain statements contained herein constitute “forward-looking statements”. Forward-looking statements look into the future and provide an opinion as to the effect of certain events and trends on the business. Forward-looking statements may include words such as “expect”, “plan”, “seek”, “continue”, “typical”, “will”, “intention”, “creating”, “and similar expressions. These forward- looking statements are based on current expectations and entail various risks and uncertainties. Actual results may materially differ from expectations, if known and unknown risks or uncertainties affect our business, or if our estimates or assumptions prove inaccurate. Factors that could cause results or events to differ materially from current expectations expressed or implied by the forward-looking statements, include, but are not limited to, the outcome of the international arbitration process, including the timing and the quantum of damages to be obtained, management’s expectation with regard to the final amount of costs, fees and other expenses and commitments payable in connection with the arbitration, and any inability or delay in the collection of the value of any award or settlement; and risks of the mineral exploration industry which may affect the advancement of the Gold Springs or Escalones projects, including possible variations in mineral resources or grade, recovery rates, metal prices, availability of sufficient financing to fund further required work in a timely manner and on acceptable terms, availability of equipment and qualified personnel, failure of equipment or processes to operate as anticipated, changes in project parameters as plans continue to be refined; and other risks more fully described in the Company’s Annual Information Form filed and publicly available on SEDAR at www.sedar.com. The assumptions made in developing the forward-looking statements include: the ability of the Company to realize value from its investments in Bolivia; the arbitration proceeding in a customary manner and in accordance with Procedural Order No. 1 (as amended in April and June 2015 and in January 2016) and the third party funder honouring its contractual commitments, the accuracy of current resource estimates and the interpretation of drill, metallurgical testing and other exploration results; the continuing support for mining by local governments in Nevada, Utah and Chile, the availability of equipment and qualified personnel to advance the Gold Springs project; and the execution of the Company’s existing plans and further exploration and development programs for the Gold Springs Project, which may change due to changes in the views of the Company or if new information arises which makes it prudent to change such plans or programs.
Readers are cautioned not to place undue reliance on the forward-looking statements contained in this news release. Except as required by law, the Company assumes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or any other reason. Unless otherwise indicated, forward-looking statements in this news release describe the Company’s expectations as of May 18, 2017.
The TSX has not approved or disapproved of the contents of this news release.
TriMetals Mining Inc. Contact:
President & CEO
Chief Financial Officer