IDM Mining Announces Non-Brokered Private Placement Flow-Through Financing
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
August 1, 2017, Vancouver, BC – IDM Mining Ltd. (TSX-V:IDM) (OTCQB:IDMMF) (“IDM” or the “Company”) is pleased to announce a non-brokered private placement flow-through financing (the "Offering") to sell up to 32,258,065 flow-through common shares at a price of $0.155 per share for aggregate gross proceeds of up to $5.0 million. The proceeds from the Offering will be used for exploration, permitting, First Nations engagement and community relation work on the Company’s Red Mountain Gold Project (the “Project’’), located east of Stewart, BC.
“Proceeds from this financing will extend the current 23,000 meter underground and surface drilling program, targeting near-mine area with the objective of increasing reserves and resources, potentially extending mine life at the Red Mountain Property”, said Rob McLeod, President and CEO of IDM Mining. “Our drilling to-date has received encouraging results, both up and down-dip from current reserves, and long strike to the north. This financing enables us to continue drilling late into the autumn of 2017.”
The financing is scheduled to close in two tranches, one on or about Aug. 17, 2017, and the second on or about Sept. 10, 2017, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. The total gross proceeds from the financing must be used to incur Canadian exploration expenditures as defined by the Income Tax Act (Canada) by Dec. 31, 2018.
The Company will pay a finder’s fee on a portion of the Offering, comprised of a cash fee equal to 6% of the gross proceeds raised from the sale of flow-through shares and warrants equal to 6% of the number of certain flow-through shares. Each such finder warrant will entitle the holder to purchase one common share at a price of $0.23 for a period of twelve months following the applicable closing of the Offering.
Certain insiders of the Company may acquire shares in the Offering. Any such participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101”). The transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any shares issued to or the consideration paid by such persons will exceed 25% of the Company's market capitalization.
This press release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any applicable securities laws of any state of the United States and may not be offered or sold in the United States, or to, or for the account or benefit of a U.S. person (as defined in Regulation S 2 under the 1933 Act) unless registered or pursuant to an available exemption from such registration requirements.
About Red Mountain
The 17,125 hectare Red Mountain Gold Project is located in northwestern BC, 15 km northeast of the Town of Stewart. IDM recently announced the results of a Feasibility Study for a high-grade, underground gold mine, which includes primarily bulk underground mining methods and the production of gold doré on site. The Project is advancing through the provincial and federal environmental assessment processes, with comprehensive, thorough, and ongoing consultation with Nisga’a Nation. The Company recently submitted its Project Application and Environmental Impact Statement to regulators and stakeholders.
ABOUT IDM MINING LTD.
IDM Mining Ltd. is a mineral exploration and development company based in Vancouver, BC, Canada. The Company's current exploration and development activities are focused on precious metals in British Columbia, with a primary focus on the high grade underground Red Mountain gold project which has entered the BC and Canadian environmental assessment process.
ON BEHALF OF THE BOARD
of IDM Mining Ltd.
President, CEO and Director
For more information, contact:
“Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.”
Forward-Looking Statements: Some statements in this news release contain forward-looking information or forward-looking statements for the purposes of applicable securities laws. These statements include, among others, statements with respect to the Offering and the use of proceeds from the Offering, proposed exploration and development activities and their timing, and other plans and objectives of IDM. These statements address future events and conditions and, as such, involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the statements. Such factors include, among others and in addition to those described elsewhere in this release, receipt of regulatory approvals of the Offering, inability to complete the financing on the proposed terms or at all, delays in obtaining or inability to obtain required government or other regulatory approvals, permits or financing, the risk of unexpected variations in mineral resources, grade or recovery rates, of failure of plant, equipment or processes to operate as anticipated, of accidents, labor disputes, and unanticipated delays in completing other development activities, the risk that estimated costs will be higher than anticipated and the risk that the proposed mine plan and recoveries will not be achieved, equipment breakdowns and bad weather, the timing and success of future exploration and development activities, exploration and development risks, mineral resources are not as estimated, title matters, third party consents, operating hazards, metal prices, political and economic factors, competitive factors and general economic conditions. In making the forward-looking statements, the Company has applied several material assumptions including, but not limited to, the assumptions that: the Offering will proceed and be completed as planned; required regulatory approvals will be obtained; the proposed exploration and development will proceed as planned; with respect to mineral resource estimates, the key assumptions and parameters on which such estimates are based; that the proposed mine plan and recoveries will be achieved, that capital costs and sustaining costs will be as estimated, and that no unforeseen accident, fire, ground instability, flooding, labor disruption, equipment failure, metallurgical, environmental or other events that could delay or increase the cost of development will occur, and market fundamentals will result in sustained metals and minerals prices. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise except as otherwise required by applicable securities legislation.