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VANCOUVER, Jan. 13, 2020 /CNW/ - Tinka Resources
Limited ("Tinka" or the "Company") (TSXV &
BVL: TK) (OTCPK: TKRFF) is pleased to announce the
closing of the strategic private placement financing announced on
December 19, 2019. Under the
Private Placement, the Company has issued 65,843,620 common shares
of the Company (the "Common Shares") to Compañia de Minas
Buenaventura SAA ("Buenaventura") at a price of C$0.243 per Common Share (the "Issue
Price") for gross proceeds to Tinka of C$16 million (the "Buenaventura
Subscription", and collectively with the Sentient Subscription
described below, the "Private Placement"). As a result
of the closing of the Private Placement, Buenaventura has become a
new insider of Tinka holding approximately 19.3% of the outstanding
common shares of the Company on a non-diluted basis.
Sentient Global Resources Fund IV, LP ("Sentient IV"), an
Insider of the Company, exercised its pre-existing participation
rights in respect of the Private Placement. As a result, Sentient
IV subscribed for 10,288,066 Common Shares in the Private Placement
at the Issue Price (the "Sentient Subscription") for
additional gross proceeds to Tinka of C$2.5
million. Pursuant to the closing of the Private Placement,
Sentient IV holds an aggregate of 74,036,831 common shares of Tinka
or approximately 21.7% of the Company's outstanding common shares,
and approximately 22.5% on a partially-diluted basis assuming only
Sentient IV warrants are exercised.
The Common Shares issued under the Buenaventura Subscription
have a twenty-four-month equity lock-up expiring on January 14, 2022 as well as certain customary
standstill provisions. The Common Shares issued pursuant to the
Private Placement are subject to a four-month hold period pursuant
to Canadian securities laws expiring on May
14, 2020. The Private Placement is subject to final
acceptance from the TSX Venture Exchange.
The net proceeds from the Private Placement will be used for
development of the Company's Ayawilca Project, further exploration,
and for working capital and general corporate purposes. No finder's
fees or commissions were paid on the Private Placement.
It is anticipated that Mr. Raul
Benavides will join the Board of Tinka as Buenaventura's
director-nominee at Tinka's upcoming Annual General Meeting of
Shareholders (AGM) to be held on Thursday,
February 27, 2020, in Vancouver.
The President and CEO of Tinka, Dr. Graham Carman, stated: "We are very pleased
to close the C$18.5 million private
placement financing and welcome again Buenaventura as a strategic
investor of Tinka, and also note the continuing strong support of
Sentient. We look forward to advancing our Ayawilca project
in 2020 with additional resource definition and exploration
drilling, and project development. We also look forward to Mr.
Raul Benavides joining our board of
directors at our upcoming AGM in February."
Participation by Sentient IV in the Private Placement is
considered a "related party transaction" pursuant to Multilateral
Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company is
exempt from the requirements to obtain a formal valuation or
minority shareholder approval in connection with the Insider's
participation in the Private Placement in reliance of sections
5.5(b) and 5.7(a) of MI 61-101.
The securities offered 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 U.S. state
securities laws, and may not be offered or sold in the United States or to, or for the account or
benefit of, U.S. persons absent registration or an applicable
exemption from the registration requirements of the U.S. Securities
Act and applicable U.S. state securities laws. This press release
does not constitute an offer to sell or the solicitation of an
offer to buy securities in the United
States, nor in any other jurisdiction.
About Tinka Resources Limited
Tinka is an exploration
and development company with its flagship property being the
100%-owned Ayawilca carbonate replacement deposit (CRD) located in
the zinc-lead-silver belt of central Peru, 200 kilometres northeast of Lima. The Ayawilca Zinc Zone contains 11.7 Mt
of Indicated Resources grading 6.9% zinc, 0.2% lead, 15 g/t silver
and 84 g/t indium and 45.0 Mt Inferred Resources grading 5.6% zinc,
0.2% lead, 17 g/t silver and 67 g/t indium. A Preliminary
Economic Assessment for the Ayawilca Zinc Zone was released on
July 2, 2019 (see release). The
Qualified Person, Dr. Graham Carman,
Tinka's President and CEO, and a Fellow of the Australasian
Institute of Mining and Metallurgy, has reviewed and verified the
technical contents of this release.
About Compañia de Minas Buenaventura
SAA
Buenaventura is a Peruvian precious and base metals
producer with over 66 years of experience in exploration,
development, construction and mining operations. Currently
the company operates several mines, both underground and open pit,
and has an important participation in Minera Yanacocha SRL, a
world-class gold deposit in the Cajamarca region and Sociedad
Minera Cerro Verde S.A.A, a world-class copper mine in the Arequipa
region of Peru.
Buenaventura is the first Latin American mining company to
list on the New York Stock Exchange, starting in 1996, and
currently trades on the NY and Lima stock exchanges.
On behalf of the Board,
"Graham
Carman"
Dr. Graham
Carman, President & CEO
Forward Looking Statements: Certain information in
this news release contains forward-looking statements and
forward-looking information within the meaning of applicable
securities laws (collectively "forward-looking statements").
All statements, other than statements of historical fact are
forward-looking statements. Forward-looking statements are based on
the beliefs and expectations of Tinka as well as assumptions made
by and information currently available to Tinka's
management. Such statements reflect the current risks,
uncertainties and assumptions related to certain factors including,
without limitations, drilling results, the use of proceeds from the
Private Placement, the appointment of Buenaventura's
director-nominee at the next annual general meeting of the Company,
final acceptance of the Private Placement from the TSX Venture
Exchange, the Company's expectations regarding the Ayawilca Project
PEA, changes in world metal markets, changes in equity markets,
uncertainties relating to the availability and costs of financing
needed in the future, equipment failure, unexpected geological
conditions, imprecision in resource estimates or metal recoveries,
success of future development initiatives, competition, operating
performance, environmental and safety risks, delays in obtaining or
failure to obtain necessary permits and approvals from local
authorities, community agreements and relations, and other
development and operating risks. Should any one or more of these
risks or uncertainties materialize, or should any underlying
assumptions prove incorrect, actual results may vary materially
from those described herein. Although Tinka believes that
assumptions inherent in the forward-looking statements are
reasonable, forward-looking statements are not guarantees of future
performance and accordingly undue reliance should not be put on
such statements due to the inherent uncertainty therein. Except as
may be required by applicable securities laws, Tinka disclaims any
intent or obligation to update any forward-looking statement.
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 news release
SOURCE Tinka Resources Limited
