Tinka Announces First Tranche Closing of Private Placement, Increase IN Ownership BY Nexa and Buenaventura
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December 17, 2024
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 ANNOUNCES FIRST TRANCHE CLOSING OF PRIVATE PLACEMENT, INCREASE IN OWNERSHIP BY
NEXA AND BUENAVENTURA
Vancouver, Canada – Tinka Resources Limited (“Tinka” or the “Company”) (TSXV & BVL: TK) (OTCQB: TKRFF) announces
the closing of the first tranche (the “First Tranche”) of its previously announced non-brokered private placement financing
(the “Offering”) of units (the “Units”). Pursuant to the closing of the First Tranche, the Company issued 17,392,958 Units
at a price of C$0.10 per Unit for gross proceeds of C$1,739,296. 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. 15 for a period of eighteen (18) months from the applicable
closing of the Offering.
Nexa Resources S.A. (“Nexa”), an Insider and a major shareholder of the Company, increased its ownership interest in the
Company and subscribed for 9,859,155 Units for gross proceeds to Tinka of C$985,915. Prior to the Offering, Nexa held
71,343,053 common shares of Tinka or 18.2% of the issued and outstanding shares. Pursuant to the closing of the First
Tranche, Nexa now holds 81,202,208 common shares or 19.9% of the issued and outstanding shares and warrants entitling
Nexa to acquire 4,929,577 additional common shares of the Company.
Compañia de Minas Buenaventura SAA (“Buenaventura”), an Insider and a major shareholder of the Company, increased
its ownership interest in the Company and subscribed for 5,633,803 Units in the Offering for gross proceeds to Tinka of
C$563,380. Prior to the Offering, Buenaventura held 75,614,289 common shares of Tinka or approximately 19.3% of the
outstanding common shares of the Company on a non‐ diluted basis. Pursuant to the closing of the First Tranche,
Buenaventura now holds 81,248,092 common shares or 19.9% of the issued and outstanding shares and warrants entitling
Buenaventura to acquire 2,816,901 additional common shares of the Company.
Each of Nexa and Buenaventura have agreed to a restriction on the exercise of any outstanding Warrants held as at closing
of the Offering that prevents the exercise thereof if such exercise result in either Nexa or Buenaventura holding 20% or more
of the issued and outstanding shares of the Company, unless approval is obtained from Tinka’s disinterested shareholders.
Graham Carman, President & CEO, stated: “Tinka is pleased to close the first tranche of the Offering with strong insider
participation, including from Tinka directors and its strategic investors . The Tinka board welcomes the continued support
of Nexa and Buenaventura, both representing important strategic investor s of the C ompany each with mining operations
within 50 km of our Ayawilca project, and in Nexa’s case , ownership of the largest zinc refinery in South America just 250
km from the project. We also welcome the increased support from both companies as we advance Ayawilca into 2025 with
planned resource expansion and optimization. We intend to close a second tranche of the Offering during January 2025.”
The Company plans to use the net proceeds from the Offering to fund step -out and resource optimization drilling of
approximately 4,000 metres at the East Ayawilca zinc -silver-lead area, for exploration at the Silvia copper -gold property,
T: 604.685.9316 [email protected]
TSXV & BVL: TK OTCQB: TKRFF
NEWS RELEASE
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and for general working capital and corporate purposes. See October 16, 2024 news release for information regarding key
exploration targets proposed for 2024/25.
Directors of the Company, Graham Carman, Pieter Britz, Raul Benavides, Mary Little, Nick DeMare and Benedict McKeown
each participated in the Offering and purchased an aggregate of 1,700,000 Units. There has not been a material change in
the percentage of outstanding securities that are owned by each of the directors of the Company.
Participation of the directors, Nexa and Buenaventura 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 insider s 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.
All securities issued in connection with the First Tranche are subject to a statutory four-month hold period, expiring on April
18, 2025. The Offering is subject to final approval of the TSX Venture Exchange.
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. The Zinc Zone at Ayawilca has an estimated Indicated Mineral Resource of 28.3 Mt grading 5.82%
zinc, 16.4 g/t silver, 0.2% lead and 91 g/t indium, and an Inferred Mineral Resource of 31.2 Mt grading 4.21% zinc, 14.5 g/t
silver, 0.2% lead and 45 g/t indium. The Silver Zone has an estimated Inferred Mineral Resource of 1.0 Mt grading 111.4 g/t
silver, 1.54% zinc, & 0.5% lead. The Tin Zone 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 technical 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
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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 limitati ons: timing and successful
completion of the Offering; the intended use of 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 recover ies;
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 uncertainties 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.