VANCOUVER, April 26, 2016 /PRNewswire/ - Kootenay Silver
Inc. (TSXV: KTN) ("Kootenay") and Pan American Silver Corp.
(TSX: PAA, NASDAQ: PAAS) ("Pan American") are pleased to
announce that, following the issuance of Kootenay's common shares
as consideration for Kootenay's acquisition of Northair Silver Inc.
(see Kootenay press release dated April 21,
2016) as well as Kootenay's acquisition of the two and a
half percent (2.5%) net smelter returns royalty from Coeur Capital,
Inc. with respect to the future production of Kootenay's La Cigarra
project (see Kootenay press release dated March 29, 2016), Pan American has exercised its
second tranche option to subscribe for additional common shares of
Kootenay in order to maintain a ten percent (10%) ownership
interest in Kootenay's issued and outstanding shares (see Kootenay
press release dated February 26,
2016) (the "Second Tranche Option") in accordance
with the Subscription Agreement dated February 15, 2016 entered into between Pan
American and Kootenay, as amended (the "Subscription
Agreement"). As a result, Pan American intends to
subscribe for 6,793,550 additional Kootenay common shares for an
aggregate subscription price of CAD$1,553,431 (the "Subscription
Price").
Transaction Details
The Subscription Price for the exercise of the Second Tranche
Option consists of the following:
- Pan American's subscription for 5,723,550 common shares of
Kootenay at the subscription price of CAD$0.22 per Kootenay common share for gross
proceeds of CAD$1,259,181; and
- Pan American's subscription for 1,070,000 common shares of
Kootenay at the subscription price of CAD$0.275 per Kootenay common share for gross
proceeds of CAD$294,250
(the "Second Tranche Investment").
The closing of the Second Tranche Investment is subject to
certain standard conditions precedent for financings of this nature
set out in the Subscription Agreement, including approval and
acceptance by the TSX Venture Exchange.
Kootenay intends to use the net proceeds of the Second Tranche
Investment for exploration activities and general corporate
purposes.
Kootenay President and CEO James
McDonald stated: "We are delighted with Pan American's
vote of confidence in not only our Promontorio Mineral Belt assets,
but also the La Cigarra opportunity we have acquired through the
business combination with Northair Silver Inc. After the
closing of the Second Tranche Investment, we will have a strong
cash position to advance the La Cigarra project and pursue more
potential consolidation and growth opportunities that will be
accretive to the Kootenay shareholders."
About Kootenay
Kootenay Silver Inc. is an exploration company actively
engaged in the discovery and development of mineral projects in the
Sierra Madre Region of Mexico and
in British Columbia, Canada. The
Company's top priorities are the advancement of the La Cigarra
silver project and the Promontorio Mineral Belt, in Chihuahua, Mexico and Sonora, Mexico (respectively). The La
Cigarra property is 26 kilometres from the historic mining city of
Parral and boasts nearby power, good road access, gentle
topography, and established infrastructure. La Cigarra currently
hosts a resource estimate of 51.47 million ounces of silver in the
Measured & Indicated categories grading 86.3 g/t silver and
11.46 million ounces of silver in the Inferred category grading 80
g/t silver. The mineralized system at La Cigarra has been traced
over 6.5 kilometres and is defined at surface as a silver soil
anomaly and by numerous historic mine workings. The La Cigarra
silver deposit is open along strike and at depth and is
approximately 25km north, and along strike, of Grupo Mexico's
Santa Barbara mine and
Minera Frisco's San Francisco del Oro mine. The Promontorio Mineral Belt
includes Kootenay's La Negra high-grade silver discovery and its
Promontorio Silver Resource. Kootenay's core objective is to
develop near term discoveries and long-term sustainable growth.
Management comprises of proven professionals with extensive
international experience in all aspects of mineral exploration,
operations and venture capital markets.
Qualified Person
The Kootenay technical information in this news release has been
prepared in accordance with the Canadian regulatory requirements
set out in National Instrument 43-101 (Standards of Disclosure
for Mineral Projects) and reviewed on behalf Kootenay by
James McDonald, P.Geo, President,
CEO & Director for Kootenay, a Qualified Person.
About Pan American
Pan American Silver's mission is to be the world's
pre-eminent silver producer, with a reputation for excellence in
discovery, engineering, innovation and sustainable development. Pan
American has seven operating mines in Mexico, Peru,
Argentina and Bolivia. Pan
American also owns several development projects in Mexico, USA,
Peru and Argentina.
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.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
STATEMENTS
The information in this news release has been prepared as at
April 26, 2016. Certain
statements in this news release, referred to herein as
"forward-looking statements", constitute "forward-looking
statements" under the provisions of Canadian provincial securities
laws. These statements can be identified by the use of words
such as "intend to", "to be", "expected", "plans to", "may",
"will", "to advance" or similar terms.
Forward-looking statements are necessarily based upon a number
of factors and assumptions that, while considered reasonable by
Kootenay and Pan American as of the date of such statements, are
inherently subject to significant business, economic and
competitive uncertainties and contingencies. Forward-looking
statements in this press release relate to, among other things: the
timing and expected closing date of the completion of the Second
Tranche Investment; the timing and receipt of required stock
exchange and regulatory approvals for the Second Tranche
Investment; the ability of Kootenay and Pan American to satisfy the
other conditions to, and to complete, the Second Tranche
Investment; length of the current market cycle and the requirements
for an issuer to survive the current market cycle and future growth
potential for Kootenay; and the ability of Kootenay to maintain its
rights and title to its assets. There can be no assurance that
such statements will prove to be accurate, and actual results and
future events could differ materially from those anticipated in
such statements. Forward-looking statements reflect the
beliefs, opinions and projections on the date the statements are
made and are based upon a number of assumptions and estimates that,
while considered reasonable by the respective parties, are
inherently subject to significant business, economic, competitive,
political and social uncertainties and contingencies. Many
factors, both known and unknown, could cause actual results,
performance or achievements to be materially different from the
results, performance or achievements that are or may be expressed
or implied by such forward-looking statements and the parties have
made assumptions and estimates based on or related to many of these
factors. Such factors include, without limitation: satisfaction or
waiver of all applicable conditions to closing of the Second
Tranche Investment including, without limitation, receipt of all
necessary stock exchange and regulatory approvals or consents and
lack of material changes with respect to the parties and their
respective businesses; fluctuations in general macro-economic
conditions; fluctuations in securities markets and the market price
of Kootenay's shares; fluctuations in the spot and forward price of
silver, base metals or certain other commodities; fluctuations in
the currency markets (such as the Canadian dollar versus the U.S.
dollar); changes in national and local government, legislation,
taxation, controls, regulations and political or economic
developments; risks and hazards associated with the business of
mineral exploration, development and mining (including
environmental hazards, industrial accidents, unusual or unexpected
formations, pressures, cave-ins and flooding); inability to obtain
adequate insurance to cover risks and hazards; and the presence of
laws and regulations that may impose restrictions on mining;
employee relations; relationships with and claims by local
communities and indigenous populations; availability and increasing
costs associated with mining inputs and labour; the speculative
nature of mineral exploration and development, including the risks
of obtaining necessary licenses, permits and approvals from
government authorities; title to properties; the failure to meet
the closing conditions thereunder and the failure by counterparties
to such agreements to comply with their obligations
thereunder. Readers should not place undue reliance on the
forward-looking statements and information contained in this news
release concerning these times. Many factors, known and unknown,
could cause actual results to be materially different from those
expressed or implied by such forward-looking statements. Readers
are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date made. Except as
otherwise required by law, Kootenay and Pan American expressly
disclaims any obligation or undertaking to release publicly any
updates or revisions to any such statements to reflect any change
in Kootenay's or Pan American's expectations or any change in
events, conditions or circumstances on which any such statement is
based.
Cautionary Note to United States Investors Concerning
Estimates of Measured, Indicated and Inferred Mineral
Resources: This news release uses the terms "Measured and
Indicated Resources" and "Inferred Resources", which have a great
amount of uncertainty as to their existence, and great uncertainty
as to their economic feasibility. It cannot be assumed that all or
any part of a Measured and Indicated and/or Inferred Mineral
Resource will ever be upgraded to a higher category. Under
Canadian rules, estimates of Inferred Resources may not form the
basis of feasibility or other economic studies. Kootenay and Pan
American advises U.S. investors that while this term is recognized
and required by Canadian regulations, the U.S. Securities and
Exchange Commission does not recognize it. U.S. investors are
cautioned not to assume that part or all of a Measured, Indicated
and Inferred resource exists, or is economically or legally
minable.
SOURCE Pan American Silver Corp.