Bunker Hill Mining Corp. (“
Bunker
Hill” or the “
Company”) (
TSX-V:
BNKR; OTCQB: BHILL) announces that it has signed a
non-binding term sheet with Monetary Metals & Co.
(“
MM”) to provide financing in the form of a
silver loan (the “
Loan”) of up to 1.2 million
ounces of silver in support of the re-start and ongoing development
of the Bunker Hill Mine. The Loan will be for a term of three
years, secured against the Company’s assets and repayable in silver
ounces. The Loan will bear interest at the rate of 15% per annum,
payable in silver ounces on the last day of each quarterly interest
period. This financing is subject to TSX Venture Exchange (the
“
TSX-V”) acceptance, settlement of definitive
documentation with MM and certain other conditions, including
satisfactory due diligence, and applicable regulatory or other
consents, including the consent of Sprott Private Resource
Streaming and Royalty Corp. (“
Sprott Streaming”).
There is no guarantee the financing will close on the terms
disclosed or at all. Subject to MM successfully marketing the
transaction to its investors, the proceeds will be used to replace
all or a portion of the existing, undrawn Sprott facility at a
lower cost of capital.
As consideration for advancing the loan, the
Company will issue to MM, subject to prior TSX-V approval, such
number of bonus share purchase warrants (the
“Warrants”) that is equal to 2.5% of the product
of: (1) the fully diluted number of shares on the funding date,
multiplied by (2) the dollar amount of the Loan, divided by (3) the
sum of the market capitalization based on the five-day
volume-weighted average price of the common stock of the Company on
the TSX-V, the dollar amount of the existing financing structure
with Sprott Streaming and the dollar amount of the Loan.
Each Warrant will entitle the holder to acquire
one share of common stock of the Company (the “Warrant
Shares”) at an exercise price that is set at the Market
Price, subject to TSX-V approval. The issuance of the Warrant
Shares is subject to the terms and conditions of the Warrants as
well as the receipt of all regulatory approvals, including, without
limitation, the approval of the TSX-V.
The securities referenced herein or any
securities underlying or derived from the financial instruments
referenced herein, including but not limited to the Warrants, the
Warrant Shares, and the Loan, have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the
“Securities Act”). This news release does not
constitute an offer to sell or the solicitation of an offer to buy
such securities, nor shall there be any sale of such securities in
any state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
ABOUT BUNKER HILL MINING
CORP.
Under Idaho-based leadership, Bunker Hill
intends to sustainably restart and develop the Bunker Hill Mine as
the first step in consolidating and then optimizing a number of
mining assets into a high-value portfolio of operations, centered
initially in North America. Information about the Company is
available on its website, www.bunkerhillmining.com, or within the
SEDAR+ and EDGAR databases.
On behalf of Bunker Hill Mining
Corp.
Sam AshPresident and Chief Executive Officer
For additional information, please
contact:
Brenda DaytonVice President, Investor
RelationsT: 604.417.7952E: brenda.dayton@bunkerhillmining.com
Cautionary Statements
Neither the TSX-V nor its Regulation Services
Provider (as that term is defined in the policies of the TSX-V)
accepts responsibility for the adequacy or accuracy of this news
release.
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 and Section 21E of the U.S.
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 (collectively, “forward-looking
statements”). Forward-looking statements are not comprised
of historical facts. 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 stated condition or result to occur.
Forward-looking statements may be identified by such terms as
“believes”, “anticipates”, “expects”, “estimates”, “may”, “could”,
“would”, “will”, “plan” or variations of such words and
phrases.
Forward-looking statements in this news release
include, but are not limited to, statements regarding: the
Company’s objectives, goals or future plans, including the restart
and development of the Bunker Hill Mine; the achievement of future
short-term, medium-term and long-term operational strategies; the
Loan; and the Company receiving TSX-V approval for the Loan and the
issuance of the Warrants and the Warrant Shares. Factors that could
cause actual results to differ materially from such forward-looking
statements include, but are not limited to, those risks and
uncertainties identified in public filings made by Bunker Hill with
the U.S. Securities and Exchange Commission (the
“SEC”) and with applicable Canadian securities
regulatory authorities, and the following: the Company not
receiving the approval of the TSX-V for the issuance of the
Warrants and the Warrant Shares; the Company’s inability to raise
additional capital for project activities, including through equity
financings, concentrate offtake financings or otherwise; the
fluctuating price of commodities; capital market conditions;
restrictions on labor and its effects on international travel and
supply chains; failure to identify mineral resources; failure to
convert estimated mineral resources to reserves; the preliminary
nature of metallurgical test results; the Company’s ability to
restart and develop the Bunker Hill Mine and the risks of not
basing a production decision on a feasibility study of mineral
reserves demonstrating economic and technical viability, resulting
in increased uncertainty due to multiple technical and economic
risks of failure which are associated with this production decision
including, among others, areas that are analyzed in more detail in
a feasibility study, such as applying economic analysis to
resources and reserves, more detailed metallurgy and a number of
specialized studies in areas such as mining and recovery methods,
market analysis, and environmental and community impacts and, as a
result, there may be an increased uncertainty of achieving any
particular level of recovery of minerals or the cost of such
recovery, including increased risks associated with developing a
commercially mineable deposit, with no guarantee that production
will begin as anticipated or at all or that anticipated production
costs will be achieved; failure to commence production would have a
material adverse impact on the Company's ability to generate
revenue and cash flow to fund operations; failure to achieve the
anticipated production costs would have a material adverse impact
on the Company’s cash flow and future profitability; delays in
obtaining or failures to obtain required governmental,
environmental or other project approvals; political risks; changes
in equity markets; uncertainties relating to the availability and
costs of financing needed in the future; the inability of the
Company to budget and manage its liquidity in light of the failure
to obtain additional financing, including the ability of the
Company to complete the payments pursuant to the terms of the
agreement to acquire the Bunker Hill Mine complex; inflation;
changes in exchange rates; fluctuations in commodity prices; delays
in the development of projects; and capital, operating and
reclamation costs varying significantly from estimates and the
other risks involved in the mineral exploration and development
industry. Although the Company believes that the assumptions and
factors used in preparing the forward-looking statements in this
news release are reasonable, undue reliance should not be placed on
such statements or information, which only applies as of the date
of this news release, and no assurance can be given that such
events will occur in the disclosed time frames or at all, including
as to whether or when the Company will achieve its project finance
initiatives, or as to the actual size or terms of those financing
initiatives. The Company disclaims any intention or obligation to
update or revise any forward-looking information, whether as a
result of new information, future events or otherwise, other than
as required by law. No stock exchange, securities commission or
other regulatory authority has approved or disapproved the
information contained herein.
Readers are cautioned that the foregoing risks
and uncertainties are not exhaustive. Additional information on
these and other risk factors that could affect the Company’s
operations or financial results are included in the Company’s
annual report and may be accessed through the SEDAR+ website
(www.sedarplus.ca) or through EDGAR on the SEC website
(www.sec.gov).
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