LUCA Announces Total Combined Proceeds of Life Offering and Private Placement Now C$11.3M Due to Increase of Non-Brokered Private
Luca Mining Corp.
Suite 410, 1111 Melville Street
Vancouver, BC, V6E 3V6, Canada
News Release
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR
DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.
LUCA ANNOUNCES TOTAL COMBINED PROCEEDS OF LIFE OFFERING AND PRIVATE
PLACEMENT NOW C$11.3M DUE TO INCREASE OF NON-BROKERED PRIVATE
PLACEMENT TO C$2.576 M.
Vancouver, British Columbia, September 23, 2024 - Further to its news releases dated September 6
and 12, 2024, Luca Mining Corp. (“Luca” or the “Company”) (TSX-V: LUCA; OTCQX: LUCMF; Frankfurt: Z68)
confirms that it has fully subscribed its brokered private placement pursuant to the “listed issuer financing
exemption” under Part 5A of NI 45 -106 – Prospectus Exemptions (the “ Listed Issuer Financing
Exemption”) of 19,000,000 units (the “ LIFE Units”) of the Company (the “ LIFE Offering”). Due to heavy
demand, the Company has determined to increase the total amount of the recently announced
concurrent non-brokered private placement from 3,222,222 units of the Company at a price of C$0.45 per
unit to 6,126,167 units (the “Non-LIFE Units”) for gross proceeds of C$2,756,775 (the “Private Placement”
and, together with the LIFE Offering, the “Financings”).
The Company is pleased to advise that it has received lead orders for the Private Placement from Term
Oil Inc. ( Mr. Rick Rule ) and Luca’s CEO Dan Barnholden in the amounts of C$500,000 and C$450,000
respectively. Dan Barnholden, CEO stated: “I am very pleased to welcome an extremely strong group of
retail and institutional investors, including Rick R ule. I believe Luca is poised to deliver on its plan for
production growth as demonstrated by my own personal investment”.
The Non-LIFE Units have identical terms to the LIFE Units except that the securities issued or made issuable
pursuant to the Non-LIFE Units will be subject to a statutory four-month hold period. There are no finder’s
fees payable on the Private Placement.
The combined gross proceeds of the Financings will total C$11,306,775. The net proceeds from the
Financings will be used f or ongoing work on the Campo Morado Improvement Program, exploration
drilling at both Campo Morado and Tahuehueto, commissioning of the Tahuehueto mill and for general
corporate purposes.
Luca Mining Corp.
Suite 410, 1111 Melville Street
Vancouver, BC, V6E 3V6, Canada
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Certain directors and officers of the Company are acquiring securities under the Private Placement. Such
participation is considered to be a “related party transaction” as defined under Multilateral Instrument
61-101 – Protection of Minority Security Holders in Special Transactions ( “MI 61-101”). The transaction
will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101
as neither the fair market value of any shares issued to , or the consideration paid by , such persons will
exceed 25% of the Company's market capitalization.
The Financings are scheduled to close on or about September 26, 2024 , and are subject to certain
conditions including, but not limited to, the receipt of all necessary regulatory and other approvals,
including the approval of the TSX Venture Exchange.
The securities referred to in this news release 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 state securities laws and may
not be offered or sold within the United States or to, or for the account or benefit of, "U.S. Persons" (as
such term is defined in Regulation S under the U.S. Securities Act) absent such registration or an applicable
exemption from the registration requirements of the U.S. Securities Act. This news release does not
constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public
offering of securities in the United States must be made by means of a prospectus containing detailed
information about the company and management, as well as financial statements.
About Luca Mining Corp.
Luca Mining (TSX-V: LUCA, OTCQX: LUCMF, Frankfurt: Z68) is a diversified Canadian mining company with
two 100%-owned producing mines in Mexico. The Company produces gold, copper, zinc, silver and lead
from these mines that each have considerable development and resource upside.
The Campo Morado mine, is an underground operation located in Guerrero State, a prolific mining region
in Mexico. It produces copper -zinc-lead concentrates with precious metals credits. It is currently
undergoing an optimization program which is already ge nerating significant improvements in recoveries
and grades, efficiencies, and cashflows.
The Tahuehueto Gold, Silver Mine is a new underground operation in Durango State, Mexico, within the
Sierra Madre Mineral Belt which hosts numerous producing and historic mines along its trend. The
Luca Mining Corp.
Suite 410, 1111 Melville Street
Vancouver, BC, V6E 3V6, Canada
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Company is commissioning its mill capacity to +1,000 tonnes per day, and key test work and production
ramp-up is underway, to increase production by 2H 2024.
On Behalf of the Board of Directors
(signed) “Dan Barnholden”
Dan Barnholden, Chief Executive Officer
Contact Information:
Sophia Shane
Director of Corporate Development
Glen Sandwell
Corporate Communications Manager
For more information, please visit: www.lucamining.com
Qualified Persons
The technical information contained in this News Release has been reviewed and approved by Mr. Chris
Richings, Vice-President Technical at Luca Mining as the Qualified Person for the Company as defined in
National Instrument 43-101.
Cautionary Note Regarding Forward-Looking Statements
It should be noted that Luca declared commercial production at Campo Morado prior to completing a
feasibility study of mineral reserves demonstrating economic and technical viability. Accordingly, readers
should be cautioned that Luca’s production decision has been made without a comprehensive feasibility
study of established reserves such that there is greater risk and uncertainty as to future economic results
from the Campo Morado mine and a higher technical risk of failure than would be the case if a feasibility
study were completed and relied upon to make a production decision. Luca has completed a preliminary
economic assessment (“PEA”) mining study on the Campo Morado mine that provides a conceptual life of
mine plan and a preliminary economic analysis based on the previously identified mineral resources (see
news releases dated November 8, 2017, and April 4, 2018).
Luca Mining Corp.
Suite 410, 1111 Melville Street
Vancouver, BC, V6E 3V6, Canada
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Statements contained in this news release that are not historical facts are “forward-looking information”
or “forward -looking statements” (collectively, “Forward -Looking Information”) within the meaning of
applicable Canadian securities laws. Forward Looking Information includes, but is not limited to, disclosure
regarding the Financings , the anticipated timing of closing thereof and the expected use of proceeds
therefrom; and other possible events, conditions or financial performance that are based on assumptions
about future economic conditions and courses of action; the timing and costs of future activities on the
Company’s properties, such as production rates and increases; success of exploration, development and
bulk sample processing activities, and ti ming for processing at its own mineral processing facility on the
Tahuehueto project site. In certain cases, Forward-Looking Information can be identified using words and
phrases such as “plans,” “expects,” “scheduled,” “estimates,” “forecasts,” “intends,” “anticipates” or
variations of such words and phrases. In preparing the Forward-Looking Information in this news release,
the Company has applied several material assumptions, including, but not limited to, that all requisite
approvals in respect of the Financings will be received, and all conditions precedent to completion of the
Financings will be satisfied, in a timely manner; the Company will be able to raise additional capital as
necessary; the current exploration, development, environmental and other objectives concerning the
Campo Morado Mine and the Tahuehueto Project can be achieved; the program to improve mining
operations at Campo Morado will proceed as planned; the continuity of the price of gold and other metals,
economic and political conditio ns, and operations. Forward -Looking Information involves known and
unknown risks, uncertainties and other factors which may cause the actual results, performance, or
achievements of the Company to be materially different from any future results, performanc e or
achievements expressed or implied by the Forward-Looking Information. There can be no assurance that
Forward-Looking Information will prove to be accurate, as actual results and future events could differ
materially from those anticipated in such stat ements. Accordingly, readers should not place undue
reliance on Forward-Looking Information. Except as required by law, the Company does not assume any
obligation to release publicly any revisions to Forward-Looking Information contained in this news release
to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated
events.
Neither 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.