VANCOUVER, BRITISH COLUMBIA--(Marketwire - Oct. 25, 2012) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Kootenay Silver Inc. (TSX VENTURE:KTN) (the "Company") is pleased to announce that, further to the press release dated October 4, 2012, it has received subscriptions for $8,253,000 under the brokered private placement offering (the "Offering") of units (the "Units") and has today closed the first tranche of the Offering of $7,203,000 and issued an aggregate of 6,860,000 Units at a purchase price of $1.05 per Unit. The Company anticipates closing the balance of the Offering shortly and will provide an update in due course. The Offering was conducted by Dundee Securities Ltd., on behalf of a syndicate including PI Financial Corp. (the "Agents").
Each Unit consists of one common share ("Share") of the Company and one half of one common share purchase warrant ("Warrant"). Each whole Warrant entitles the holder to acquire one Share of the Company at a price of $1.30 for a period of 24 months following the closing of the Offering. All securities issued in connection with the Offering are subject to a hold period in Canada expiring on February 26, 2013.
The net proceeds of the Offering will be used for the advancement of the Promontorio project, maintenance of other projects and general corporate purposes.
In connection with the Offering, the Agents will receive a cash commission equal to 6.0% of the gross proceeds raised under the Offering and 6.0% compensation warrants, exercisable into one common shares at an exercise price of $1.05 per share for a period of 24 months after the closing of the Offering.
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, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This release shall not constitute an offer to sell or the 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.
Kootenay Silver Inc. is actively developing mineral projects in the Sierra Madre Region of Mexico and in British Columbia, Canada. Its flagship property is the former producing Promontorio Silver mine in Sonora State, Mexico. Kootenay's objective is to develop near term discoveries and long-term sustainable growth. Its management and technical team are proven professionals with extensive international experience in all aspects of mineral exploration, operations and venture capital markets. Multiple, ongoing J/V partnerships in Mexico and Canada maximize potential for additional, new discoveries while maintaining minimal share dilution.
Cautionary Note to US Investors: This news release may contain information about adjacent properties on which we have no right to explore or mine. We advise U.S. investors that the SEC's mining guidelines strictly prohibit information of this type in documents filed with the SEC. U.S. investors are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on our properties. This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.
This press release uses the terms "Measured", "Indicated", and "Inferred" resources. United States investors are advised that while such terms are recognized and required by Canadian regulations, the United States Securities and Exchange Commission does not recognize them. "Inferred Mineral Resources" have a great amount of uncertainty as to their existence, and as to their economic and legal feasibility. It cannot be assumed that all or any part of an Inferred Mineral Resource will ever be upgraded to a higher category. Under Canadian rules, estimates of Inferred Mineral Resources may not form the basis of feasibility or other economic studies. United States investors are cautioned not to assume that all or any part of Measured or Indicated Mineral Resources will ever be converted into Mineral Reserves. United States investors are also cautioned not to assume that all or any part of a Mineral Resource is economically or legally mineable.
Shares Outstanding: 55,488,850
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.