TSX.V: TORC OTCQB: TORCF
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES./
VANCOUVER, BC, June 26,
2023 /CNW/ - TinOne Resources Inc. (TSXV:
TORC) (OTCQB: TORCF) ("TinOne" or the "Company") is
pleased to announce that it has closed the second tranche of the
non-brokered private placement financing, previously announced on
May 18, 2023, raising additional
gross proceeds of C$331,580. An
additional 2,763,164 units of the Company (the "Units") were
issued at a price of C$0.12 per Unit
(the "Financing"). A total of $628,000 has been raised so far issuing a total
of 5,233,330 Units.
Each Unit is comprised of one 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
Warrant will entitle the holder to purchase one common share of the
Company at an exercise price of C$0.25 and will expire on June 26, 2025.
The Company will continue to raise additional funds up to
C$1,000,000 as outlined in the
Company's May 18th, 2023
news release for up to a total of 8,333,333 units. The Financing is
expected to close on or before July 14,
2023.
The Financing is subject to the receipt of all necessary
approvals, including the approval of the TSX Venture Exchange and
necessary regulatory approvals. All securities issued in connection
with the Financing will be subject to a statutory hold period of
four months plus a day from closing, expiring October 27, 2023.
The subscription by insiders pursuant to the Financing is
considered to be a related party transaction subject to
Multilateral Instrument 61-101. The Company intends to rely on
exemptions from the formal valuation and minority shareholder
approval requirements provided under sections 5.5(a) and 5.7(a) of
Multilateral Instrument 61-101 on the basis that participation in
the private placement by insiders will not exceed 25% of the fair
market value of the Company's market capitalization.
Proceeds from the Financing will be used for exploration and
working capital purposes.
This press 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 the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. The securities being
offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended (the "1933 Act")
or under any U.S. state securities laws, and may not be offered or
sold in the United States absent
registration or an applicable exemption from the registration
requirements of the 1933 Act, as amended, and applicable state
securities laws.
About TinOne
TinOne is a TSX Venture Exchange listed Canadian public company
with a high-quality portfolio of tin, tin/tungsten and lithium
projects in the Tier 1 mining jurisdictions of Tasmania and New
South Wales, Australia. The Company controls some of the
most important tin districts in Tasmania, including Aberfoyle, Rattler Range and Great Pyramid and
is focused on advancing its highly prospective portfolio. TinOne is
supported by Inventa Capital Corp.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS
This news release includes certain "Forward-Looking
Statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and "forward-looking
information" under applicable Canadian securities laws. When used
in this news release, the words "anticipate", "believe",
"estimate", "expect", "target", "plan", "forecast", "may", "would",
"could", "schedule" and similar words or expressions, identify
forward-looking statements or information. These forward-looking
statements or information relate to, among other things: the
development of the Company's projects; future mineral exploration,
development and production; and the release of exploration results;
completion of additional tranches; the use of proceeds raised from
the Financing; and receipt of regulatory approvals.
Forward-looking statements and forward-looking information
relating to any future mineral production, liquidity, enhanced
value and capital markets profile of TinOne, future growth
potential for TinOne and its business, and future exploration plans
are based on management's reasonable assumptions, estimates,
expectations, analyses and opinions, which are based on
management's experience and perception of trends, current
conditions and expected developments, and other factors that
management believes are relevant and reasonable in the
circumstances, but which may prove to be incorrect. Assumptions
have been made regarding, among other things, the price of gold and
other metals; no escalation in the severity of the COVID-19
pandemic; costs of exploration and development; the estimated costs
of development of exploration projects; TinOne's ability to operate
in a safe and effective manner and its ability to obtain financing
on reasonable terms.
These statements reflect TinOne's respective current views
with respect to future events and are necessarily based upon a
number of other assumptions and estimates that, while considered
reasonable by management, 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 or
forward-looking information and TinOne has made assumptions and
estimates based on or related to many of these factors. Such
factors include, without limitation: the Company's dependence on
early stage mineral projects; metal price volatility; risks
associated with the conduct of the Company's mining activities in
Australia; regulatory, consent or
permitting delays; risks relating to reliance on the Company's
management team and outside contractors; risks regarding mineral
resources and reserves; the Company's inability to obtain insurance
to cover all risks, on a commercially reasonable basis or at all;
currency fluctuations; risks regarding the failure to generate
sufficient cash flow from operations; risks relating to project
financing and equity issuances; risks and unknowns inherent in all
mining projects, including the inaccuracy of reserves and
resources, metallurgical recoveries and capital and operating costs
of such projects; contests over title to properties, particularly
title to undeveloped properties; laws and regulations governing the
environment, health and safety; the ability of the communities in
which the Company operates to manage and cope with the implications
of COVID-19; the economic and financial implications of COVID-19 to
the Company; operating or technical difficulties in connection with
mining or development activities; employee relations, labour unrest
or unavailability; the Company's interactions with surrounding
communities and artisanal miners; the Company's ability to
successfully integrate acquired assets; the speculative nature of
exploration and development, including the risks of diminishing
quantities or grades of reserves; stock market volatility;
conflicts of interest among certain directors and officers; lack of
liquidity for shareholders of the Company; litigation risk; and the
factors identified under the caption "Risk Factors" in TinOne's
management discussion and analysis. Readers are cautioned against
attributing undue certainty to forward–looking statements or
forward-looking information. Although TinOne has attempted to
identify important factors that could cause actual results to
differ materially, there may be other factors that cause results
not to be anticipated, estimated or intended. TinOne does not
intend, and does not assume any obligation, to update these
forward-looking statements or forward-looking information to
reflect changes in assumptions or changes in circumstances or any
other events affecting such statements or information, other than
as required by applicable law.
SOURCE TinOne Resources Corp.
