Bunker Hill Closes $2M Tranche a Non-Brokered Private Placement
BUNKER HILL CLOSES $2M TRANCHE A NON-BROKERED PRIVATE PLACEMENT
Not For Distribution To United States Newswire Services Or For Dissemination In The
United States
TORONTO, ON, February 26, 2020 – Bunker Hill Mining Corporation (the “Company”)
(CSE:BNKR) is pleased to announce that it has closed the first tranche (the “First Tranche”)
of the non-brokered private placement of common shares of the Company (“ Common
Shares”) at $0.56 per Common Share for gross proceeds of up to C$4,000,000, subject to
the Company’s over-allotment option (the “Offering”) that was previously announced in
the Company’s January 31, 2020 news release.
The First Tranche consisted of the sale of 3,687,501 Common Shares for gross proceeds
of $2,065,000. 696,428 Common Shares were issued under the First Tranche in
satisfaction of indebtedness owed to a creditor of the Company in respect of a loan made
previously to the Company.
The Company expects to close subsequent tranches of the Offering in the coming weeks.
The net proceeds from the Offering shall be primarily used for lease and other payments
required to keep the Company’s option interest in Bunker Hill Mine in good standing, for
further development of the Bunker Hill Mine, and for general corporate and working
capital purposes.
The securities issued in connection with the First Tranche will be subject to a customary
four month and a day hold period in accordance with applicable Canadian securities laws
and to a concurrent six month hold period in accordance with applicable U.S. securities
laws.
Related Party Transaction
In connection with the First Tranche , the Company as compensation for his services in
relation to the First Tranche, has issued 239,284 finder’s warrants (“Finder’s Warrants”)
to Sebastian Marr, who by virtue of holding over 10% of the issued and outstanding
Common Shares prior to the closing of the First Tranche is an insider of the Company, as
such term is defined in Canadian securities legislation. Each Finder’s Warrants can be
exercised into a Common Share at $0.70 per Common Share for 24 months following the
issuance of Finder’s Warrants. The issuance of Finder’s Warrants to Mr. Marr constitutes
a "related party transaction" as such term is defined under Multilateral Instrument 61 -
101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The
Company is relying on exemptions from the formal valuation and minority shareholder
approval requirements provided under MI 61 -101 on the basis that the value of the
Finder’s Warrants issued to Mr. Marr in connection with the closing of the First Tranche
does not exceed 25% of the fair market value of the Company's market capitalization.
About Bunker Hill Mining Corp.
Bunker Hill Mining Corp has the exclusive option to acquire 100% of the marketable assets
of the Bunker Hill Mine. Information about the Company is available on its website,
www.bunkerhillmining.com, or within the SEDAR and EDGAR databases.
For additional information contact:
John Ryan, Interim Chief Executive Officer
(201) 509-3797
Cautionary Statements
Certain statements in this news release are forward-looking and involve a number of risks and uncertainties.
Such forward-looking statements are within the meaning of that term in Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, as well as within
the meaning of the phrase ‘forward-looking information’ in the Canadian Securities Administrators’ National
Instrument 51-102 – Continuous Disclosure Obligations. The forward looking statements made herein are
based on information currently available to the Company and the Company provides no assurance that
actual results will meet management's expectations or assumptions with respect to, among other things,
the ability of the Company to successfully complete the Offering on the terms as announce, the ability of the
Company to complete payments pursuant to the terms of the agreement to acquire the Bunker Hill Mine
Complex, the Company’s present and future financial condition, the Company’s abil ity to secure financing,
and the state of financial markets. Forward- looking statements include estimates and statements that
describe the Company’s future plans, objectives or goals, including words to the effect that the Company or
management expects a s tated condition or result to occur. Forward- looking statements may be identified
by such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”, “could”, “would”, “will”, or “plan”,
and may include statements regarding, among other things, the t erms of the Offering and funding of the
acquisition. Since forward- looking statements are based on assumptions and address future events and
conditions, by their very nature they involve inherent risks and uncertainties. Actual results relating to,
among other things, results of exploration, project development, and the Company’s financial condition and
prospects, could differ materially from those currently anticipated in such statements for many reasons such
as: the inability of the Company to successfully complete the Offering; the inability of the Company to budget
and manage its liquidity in light of the failure to obtain additional financing, the inability of the Company to
successfully acquire the Bunker Hill Mine Complex on the terms as announced or other satisfactory terms or
at all ; the inability of the Company to develop or sustain an active public market for its securities;
development of changes in general economic conditions and conditions in the financial markets; changes in
demand and prices for precious metals; litigation, legislative, environmental and other judicial, regulatory,
political and competitive developments; operational difficulties encountered in connection with the activities
of the Company; and other matters discussed in this news release. This lis t is not exhaustive of the factors
that may affect any of the Company’s forward -looking statements. These and other factors made in public
disclosures and filings by the Company should be considered carefully and readers should not place undue
reliance on the Company’s forward- looking statements. The Company does not undertake to update any
forward-looking statement that may be made from time to time by the Company or on its behalf, except in
accordance with applicable securities laws.