Benchmark Proceeds With Property Option, and Closes $3.21 Million Non- Brokered Unit Offering
Benchmark Proceeds With Property Option, and Closes $3.21 Million Non-
Brokered Unit Offering
VANCOUVER, British Columbia, June 14, 2018 -- Benchmark Metals Inc. (formerly, Crystal Exploration Inc., the “Company”
or “Benchmark”) (TSX-V:BNCH) (OTC:CYRTD) – Further to the Company’s prior announcements on March 22, May 9, and
June 7, 2018, Benchmark is pleased to report that it has received final acceptance from the TSX Venture Exchange of its
option and joint venture letter agreement (the “ OJVA”) with PPM Phoenix Precious Metals Corp. (“ PPM”) for the Company’s
option to acquire from PPM up to a 75% interest in the Lawyers Property, B.C. (the “ Lawyers Property ”) over three years.
The Company will proceed to close its non-brokered unit offering for gross proceeds of $3.21 million (the “ Unit Offering”) to
fund the initial phase of exploration work on the Lawyers Property and general working capital purposes.
Property Option
Pursuant to the OJVA, the Company has paid to PPM a sum of $200,000 (which is credited towards the Company’s earn-in
requirements below) and has issued to PPM the first instalment of 1.0 million common shares. The Company will have a
period of one year to incur $2.0 million in exploration expenditures on the Lawyers Property (including the $200,000 advanced
to PPM above) and must incur a total of $5.0 million by June 6, 2021 to acquire its first 51% interest in the project. The
Company may acquire an additional 9% interest (for a total interest of 60%) by issuing to PPM an additional 2.0 million
common shares, and incurring a further $2.5 million in exploration or development expenditures by June 6, 2021, and the
Company may further acquire an additional 15% (for a total interest of 75%) in the Lawyers Property by issuing to PPM an
additional 1.0 million common shares, and incurring a further $1.5 million in exploration or development expenditures by June
6, 2021.
Upon the Company earning its largest interest in the Property, the parties will either enter into a joint venture agreement for the
further exploration and development of the Property, or, if the Company has acquired a 75% interest, then PPM may elect to
sell its 25% interest in the Property to the Company, based on either an independent valuation, or a formula set out in the
OJVA based on the Company’s market capitalization. The Company will be the operator of the Lawyers Property. The terms
of the joint venture agreement will include provisions for the dilution of a party’s interest, in the event the party does not
contribute its proportionate cost share to the further exploration and development of the Lawyers Property. The interest of any
party diluted to 5% or less will be automatically converted into a 2.5% net smelter returns royalty (the “ NSR”), with the other
party having the right to buy-down one-half of the NSR for $1 million.
The Company has also issued 94,444 common shares to an arm’s length finder in connection with the acquisition of the
Lawyers Property option, and may pay a further $90,000 to the finder, in cash or shares, upon completion of the first year’s
minimum required exploration work of $2.0 million. The finder may elect to be paid the finder’s fee in cash or common shares
of the Company. If payable in shares, then the common shares will be issued as a deemed price per share equal to the five
(5) trading day volume weighted average closing price immediately preceding the date of such election, provided that in any
event the issue price for the common shares cannot be less than $0.16875 per share.
Financing
Pursuant to the Unit Offering, the Company issued 17,833,318 units (the “Units”) at an offering price of $0.18 per Unit, to raise
gross proceeds of $3.21 million (the “ Offering”). Each Unit consists of one (1) common share of the Company, and one (1)
share purchase warrant (the “Warrants”) to acquire one additional common share at an exercise price of $0.36 per share until
June 8, 2020. In the event that the common shares of the Company trade at a closing price greater than $0.42 per share for a
period of 10 consecutive days, then the Company may deliver a notice to the Warrant holders that they must exercise their
Warrants within the next 30 days, or the Warrants will expire. The net proceeds from the Offering will be used to fund
exploration expenditures on the Lawyers Property over the next 12 months, as well as to provide the Company with working
capital for general and administrative expenses. Certain arm’s length finders received $182,267 in fees, and were also issued
a total of 552,595 Warrants in connection with the Offering. All securities issued will be subject to resale restrictions until
becoming free-trading on October 9, 2018.
About Benchmark Metals Inc.
Benchmark is a Canadian gold, silver and diamond exploration company with its common shares listed for trading on the TSX
Venture Exchange in Canada, the OTCQB Venture Market in the United States and the Frankfurt Stock Exchange in
Germany. Benchmark is managed by proven resource sector professionals, who have a track record of advancing exploration
projects from grassroots scenarios through to production.
ON BEHALF OF THE BOARD OF DIRECTORS
s/ “John Williamson”
John Williamson,
Chief Executive Officer
For further information, please contact:
Jim Greig, President
Tel: (604) 260-6977
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.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
CERTAIN STATEMENTS MADE AND INFORMATION CONTAINED HEREIN MAY CONSTITUTE “FORWARD-LOOKING
INFORMATION” AND “FORWARD-LOOKING STATEMENTS” WITHIN THE MEANING OF APPLICABLE CANADIAN AND
UNITED STATES SECURITIES LEGISLATION. THESE STATEMENTS AND INFORMATION ARE BASED ON FACTS
CURRENTLY AVAILABLE TO THE COMPANY AND THERE IS NO ASSURANCE THAT ACTUAL RESULTS WILL MEET
MANAGEMENT’S EXPECTATIONS. FORWARD-LOOKING STATEMENTS AND INFORMATION MAY BE IDENTIFIED BY
SUCH TERMS AS “ANTICIPATES”, “BELIEVES”, “TARGETS”, “ESTIMATES”, “PLANS”, “EXPECTS”, “MAY”, “WILL”,
“COULD” OR “WOULD”.
FORWARD-LOOKING STATEMENTS AND INFORMATION CONTAINED HEREIN ARE BASED ON CERTAIN FACTORS
AND ASSUMPTIONS REGARDING, AMONG OTHER THINGS, THE ESTIMATION OF MINERAL RESOURCES AND
RESERVES, THE REALIZATION OF RESOURCE AND RESERVE ESTIMATES, METAL PRICES, TAXATION, THE
ESTIMATION, TIMING AND AMOUNT OF FUTURE EXPLORATION AND DEVELOPMENT, CAPITAL AND OPERATING
COSTS, THE AVAILABILITY OF FINANCING, THE RECEIPT OF REGULATORY APPROVALS, ENVIRONMENTAL RISKS,
TITLE DISPUTES AND OTHER MATTERS. WHILE THE COMPANY CONSIDERS ITS ASSUMPTIONS TO BE
REASONABLE AS OF THE DATE HEREOF, FORWARD-LOOKING STATEMENTS AND INFORMATION ARE NOT
GUARANTEES OF FUTURE PERFORMANCE AND READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON SUCH
STATEMENTS AS ACTUAL EVENTS AND RESULTS MAY DIFFER MATERIALLY FROM THOSE DESCRIBED HEREIN.
THE COMPANY DOES NOT UNDERTAKE TO UPDATE ANY FORWARD-LOOKING STATEMENTS OR INFORMATION
EXCEPT AS MAY BE REQUIRED BY APPLICABLE SECURITIES LAWS.