Central Timmins Exploration Corp. (TSX-V: CTEC) is pleased to announce that it closed a non-brokered flow-through private placement today. CTEC issued 5,000,000 “flow-through” common shares under the Financing at an issue price of $0.20 per FT Share, for aggregate gross proceeds of $1,000,000.
The Financing was structured as a charity donation arrangement pursuant to which Goldcorp Inc. acquired 5,000,000 common shares of CTEC as a back-end purchaser, representing approximately 9.74% of the issued and outstanding common shares of CTEC.
Pursuant to an investor rights agreement entered into between CTEC and Goldcorp concurrently with the Financing, Goldcorp has been granted the right (but not the obligation) to participate in future financing transactions of CTEC in order to maintain its pro-rata equity ownership percentage interest in CTEC at up to 9.9% of the issued and outstanding Common Shares. Goldcorp has also been provided certain other rights, including but not limited to the right to request that a technical committee be formed by CTEC, that will remain in place as long as Goldcorp maintains its equity ownership percentage interest in CTEC at greater than 5.0% of the issued and outstanding Common Shares.
Proceeds from the Financing will be used by CTEC to incur eligible Canadian exploration expenditures to expand the 2019 exploration program on its Timmins area properties (the “Timmins Project”). CTEC will renounce the qualifying expenditures to subscribers of the FT Shares for the fiscal year ended December 31, 2018. Each FT Share qualifies as a “flow-through” share for the purposes of the Income Tax Act (Canada).
In connection with the Financing, CTEC may pay certain finder’s fees in accordance with the rules and policies of the TSX Venture Exchange. All FT Shares issued under the Financing will be subject to a statutory hold period of four months and one day from the date hereof, which expires on April 22, 2019 The Financing remains subject to final approval from the Exchange.
Additionally, CTEC and Goldcorp have entered into a definitive agreement outlining the sale of certain non-core CTEC mineral claims to Goldcorp for proceeds of $258,624. The Claims include nine patented claims in Deloro Township, Timmins, Ontario with a total area of approximately 327 acres.
Charles Gryba, President, CEO and Director of CTEC stated “This is a significant milestone for CTEC as this financing and the sale of nine previously explored claims provides us with capital to expand our Phase I grass roots exploration program of the main Timmins Project. CTEC has identified approximately 20 exploration targets outside of the historical mine areas held mainly by Goldcorp, McEwen Mining Inc. and Tahoe Resources Inc. The Goldcorp investment also provides us with access to the expertise of Goldcorp, a global leader in the mining industry and one of the largest holders of historical exploration data in the Timmins Camp. We welcome Goldcorp as a shareholder and look forward to building this relationship to successfully explore the properties comprising the Timmins Project.”
The securities offered 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 U.S. state securities laws, and may not be offered or sold in the United States or to United States persons absent of registration, or the availability of any applicable exemption from the registration requirement, of the U.S. Securities Act and applicable U.S. state securities laws. This release shall not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Central Timmins Exploration Corp.
CTEC is an early-stage Canadian-based junior exploration company with property exclusively in the Porcupine Mining District in the northeastern region of Ontario. CTEC’s assets are prospective for gold as well as a suite of base metals.
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