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OMM.V ·

Omineca Announces Financing

Financings

Omineca Announces Financing

Cranbrook, BC; 27 April, 2017 : Omineca Mining and Metals Ltd. (TSX-V:OMM) (“Omineca” or

the “Company”) announces that the Company intends t o complete a non-brokered private placement to

arms-length and non-arms-length or related party in vestors. Application will be filed with the TSX

Venture Exchange (TSX-V) to sell up to 3,600,000 no n-flow-through units at a price of $.05 CDN per

unit for gross proceeds of up to $180,000 and up to 1,400,000 flow-through units at $.05 CDN per unit

for gross proceeds of up to $70,000. Each non-flow- through unit will consist of a non-flow-through

common share and one non-flow-through common share purchase warrant, each whole warrant

exercisable at $.10 CDN for a 24 month period. Each flow-through unit will consist of a flow-through

common share and one non-flow-through common share purchase warrant, each whole warrant

exercisable at $.15 CDN for a 24 month period.

The common share purchase warrants are subject to a n accelerated expiry at the option of the Company

if the published closing trade price of the common shares on the TSX Venture Exchange is greater than

or equal to $.20 for any 10 consecutive trading day s, in which event the holder will be given notice t hat

the warrants will expire 30 days following the date of such notice. The common share purchase warrants

may be exercised by the holder during the 30 day pe riod between the notice and the expiration of the

common share purchase warrants.

Shares issued pursuant to the Financing shall be su bject to a four-month hold period pursuant to

applicable securities laws of Canada.

Omineca advises that insiders of the Corporation ma y participate for greater than 25% of the financing ,

which portion of the financing will be completed pu rsuant to available related party exemptions under

Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions.

The proceeds of the private placement announced her ein will be used to fund activities related to

securing financing for the Wingdam Project, explora tion activities and for general working capital

purposes.

A 7% commission or finder’s fee may be paid in cash or shares to registered dealers or arms-length third

parties involved in the financing. The financing is expected to close in May, 2017.

About Omineca Mining and Metals Ltd.

Omineca Mining and Metals Ltd. controls a 100% inte rest in the Wingdam Project through its wholly

owned subsidiary CVG Mining Ltd. The 2700 ha Wingd am Project is located 45 km east of Quesnel,

B.C. on the Barkerville Highway and provides a uniq ue opportunity for Omineca to develop near-term

placer gold production in a proven mining district. The property overlies both placer and hard-rock

tenures along the Lightning Creek valley, where top ographic conditions have created a deep overburden

accumulation which effectively resulted in a large portion of the channel being excluded from

conventional surface placer mining activity. This h as left a deep paleo-channel containing undisturbed

gold-bearing gravels. On the Wingdam property, dri lling and previous geophysical surveys indicate tha t

the paleo-channel may occur throughout the entire 2 .4km length of the Wingdam placer tenures,

extending upstream and downstream an undetermined d istance. Numerous attempts have been made to

mine the paleo-channel at Wingdam since the late 18 80s, but all were hampered by an influx of water

and unstable ground conditions and were ultimately abandoned.

Omineca intends to utilize recent technological adv ances in mining to unlock the value of the Wingdam

placer gold. The Wingdam project received final per mitting in January, 2015 to carry out a bulk sample

of the gold bearing Deep Lead Channel along a 300m drift length.

C.C. Downie, P.Geo., has reviewed and approved the technical content of this news release and hereby

identified as the “Qualified Person” under N.I. 43- 101.

Omineca Mining and Metals management cautions that it has been unable to independently verify the

results of past historical work on the Wingdam Prop erty. Management believes that that the historical

work programs on the Wingdam Property have been con ducted in a professional manner and the quality

of data and information produced from them are relevant.

On behalf of the Board of Directors

Signed,

“Charles C. Downie, P.Geo.”

President

For further information, please contact Mike Labach at

1 866 HUNT ORE (486 8673)

Email: [email protected] or visit our website at http://www.ominecamining.com/

Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the a dequacy or accuracy

of this release. This news release may contain forw ard-looking statements including but not limited to comments regarding

the timing and content of upcoming work programs, g eological interpretations, receipt of property titl es, potential mineral

recovery processes, etc. Forward-looking statements address future events and conditions and therefore , involve inherent

risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.