Or FOR Release, Publication, Distribution or Dissemination Directly or Indirectly, in Whole or in Part, in or into the United States. Tinka Closes Oversubscribed C$14.2 Million Private Placement; Appoints Brandon
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October 6, 2025
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.
TINKA CLOSES OVERSUBSCRIBED C$14.2 MILLION PRIVATE PLACEMENT; APPOINTS BRANDON
MACDONALD AS EXECUTIVE CHAIRMAN
Vancouver, Canada – Tinka Resources Limited (“Tinka” or the “ Company”) (TSXV: TK) (OTCQB: TKRFF) announces the
closing of its previously announced non -brokered private placement financing (the “ Offering”) of units (the “ Units”).
Pursuant to the closing of the Offering , the Company issued 51,918,181 Units at a price of C$0. 275 per Unit for gross
proceeds of C$ 14,277,500. Each Unit comprises one common share (a “ Share”) and one-half of one common share
purchase warrant (a “Warrant”). Each Warrant entitles the holder to purchase one additional Share of the Company at an
exercise price of C$0.40 for a period of thirty-six (36) months from the closing of the Offering. The Company is also pleased
to announce that in connection with the Offering, Mr. Brandon Macdonald has been appointed as Executive Chairman of
the Company.
The Company plans to use the net proceeds from the Offering to fund an initial drill program at the Silvia gold -copper
project, resource expansion at Ayawilca including targeting of high-grade zinc mineralization, and for corporate and general
working capital purposes. The Company paid aggregate finders’ fees of C$118,933.50 to arm’s length third parties on a
portion of the Offering, including C$14,850 to Taylor Collison Limited, a non-Canadian registrant.
Mr. Brandon Macdonald, Executive Chairman, stated: "With the financing closed, a new chapter begins for a reinvigorated
Tinka. I am excited for not just expanding and advancing the world -class Ayawilca zinc -silver-tin project, but also the
imminent start of the first ever drill program at the highly compel ling Silvia gold-copper project. Big things are coming for
Tinka, and I'm proud to be part of the team making it happen."
Certain directors and officers of the Company participated in the Offering and purchased an aggregate of 2,520,909 Units.
Participation of the directors and directors in the Offering constituted a "related party transaction" as defined under
Multilateral Instrument 61 ‐101 Protection of Minority Security Holders in Special Transactions ("MI 61‐ 101"), but was
exempt from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(a) and
5.7(1)(a) of MI 61-101, as neither the fair market value of the securities issued to the insiders nor the consideration paid by
the insiders exceeded 25% of the Company's market capitalization. The Company obtained approval by the board of
directors of the Company to the Offering, with each interested director declaring and abstaining from voting on the
resolutions approving the Offering with respect to their participation in the Offering. None of the Company's directors
expressed any contrary views or disagreements with respect to the foregoing. The Company did not file a material change
report 21 days prior to the closing of the Offering as the details of the participation of the insiders of the Company had not
been confirmed at that time. In connection with the Offering, certain parties elected not to exercise their pro rata
participation rights.
All securities issued in connection with the Offering are subject to a statutory four-month hold period, expiring on February
4, 2026. The Offering is subject to final approval of the TSX Venture Exchange.
T: 604.685.9316 [email protected]
TSXV: TK OTCQB: TKRFF
NEWS RELEASE
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This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of
the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been
and will not be registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act "), or the
securities laws of any state of the United States and may not be offered or sold within the United States (as defined in
Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities
laws or pursuant to an exemption from such registration requirements.
On behalf of the Board,
“Graham Carman”
Dr. Graham Carman, President & CEO
Further Information:
www.tinkaresources.com
Mariana Bermudez 1.604.685.9316
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About Tinka Resources Limited
Tinka is an exploration and development company with its flagship property being the 100% -owned Ayawilca zinc -silver-
tin project in central Peru, and is also exploring the nearby Silvia gold-copper project. Mineral Resources at Ayawilca
include the Zinc Zone which has an estimated Indicated Mineral Resource of 28.3 Mt grading 5.8% zinc, 16.4 g/t silver,
0.2% lead and 91 g/t indium, and an Inferred Mineral Resource of 31.2 Mt grading 4.2% zinc, 14.5 g/t silver, 0.2% lead and
45 g/t indium. The Tin Zone at Ayawilca has an estimated Indicated Mineral Resource of 1.4 million tonnes grading 0.72%
tin and an Inferred Mineral Resource of 12.7 Mt grading 0.76% tin. The Company filed a NI 43-101 technic al report on an
updated PEA for the Ayawilca Project on April 15, 2024 (link to NI 43-101 report here). Dr. Graham Carman, Tinka’s
President and CEO, has reviewed, verified and approved the technical contents of this release. Dr. Carman is a Fellow of
the Australasian Institute of Mining and Metallurgy, and is a Qualified Person as defined by National Instrument 43-101.
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 th an
statements of historical fact are forward -looking statements. Forward-looking statements include, but are not limited to, statements
regarding the use of proceeds for the Offering and the closing of the Offering. 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: the intended use of the
proceeds from the Offering; timing of planned work programs and results varying from expectations; delay in obtaining results; 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
and operating performance; environmental and safety risks; timing of geological reports; the preliminary nature of the Ayawilca Project
PEA and the Company’s ability to realize the results of the Ayawilca Project PEA; the political environment in which the Company
operates continuing to support the development and operation of mining projects; risks related to negative publicity with respect to the
Company or the mining industry in general; 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 uncert ainties 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.