Oct 29, 2019
Bitterroot Resources Ltd. (BTT, TSX-V) (the "Company") announces a non-brokered private placement (the "Flow-Through Private Placement") of up to 2,500,000 "BC Super-Flow Through" shares (each, a "FT Share") priced at $0.04 per FT Share, for gross proceeds of up to $100,000. The Company also announces a non-brokered private placement of up to 2,000,000 common shares (each, a "Share") priced at $0.025 per Share, for gross proceeds of up to $50,000 (the "Non-Flow-Through Private Placement", together with the Flow-Through Private Placement, the "Private Placements"). The Private Placements will be made available to qualified investors and the Company's existing shareholders under the "existing shareholder exemption" contained in BC Instrument 45-534 and similar instruments in other Canadian jurisdictions (the "Existing Shareholder Exemption"). The Company has set October 28, 2019 as the record date for determining existing shareholders entitled to participate in the Private Placements pursuant to the Existing Shareholder Exemption. Any existing shareholder of the Company interested in participating in the Private Placements should contact the Company at the contact information set out below.
The Private Placements are not subject to any minimum aggregate subscription. If subscriptions received for the Private Placements based on all available exemptions exceed the maximum number of FT Shares or Shares, as applicable, to be distributed, the Company may seek to increase the size of one or both of the Private Placements and obtain TSX Venture Exchange (the "Exchange") approval for such an increase. In the alternative, should the Company not seek to increase the size of the Private Placements, where subscriptions exceed the maximum, the FT Shares or Shares, as applicable, will be allocated pro rata amongst all subscribers qualifying under all available exemptions.
The terms of the Private Placements are subject to the approval of the Exchange. All securities issued in connection with the Private Placements will be subject to a statutory hold period expiring on the date that is four months and one day after closing of the Private Placements.
The Company intends to use the proceeds of the Flow-Through Private Placement for drilling on the Summit Zone silver and zinc-in-soil targets on the North Brenda property in southern British Columbia. Core drilling will comprise approximately 800 metres over three holes to test three separate targets which have been selected following soil sampling, geological mapping and geophysical surveys (aeromagnetic, induced polarization and gravity). The Company intends to use the proceeds of the Non-Flow-Through Private Placement for working capital.
The Summit Zone hosts several zoned silver, arsenic, molybdenum and zinc-in-soil geochemical anomalies within a 1.2 km x 0.5 km area underlain by folded Nicola Group carbonate-bearing sediments which are cut by younger granitic intrusions and overlain by thin glacial till. The project area contains many logging roads and cut blocks and is crossed by a major powerline, as well as Highway 97C. Additional information on the Summit Zone targets can be found in the slide presentations posted on the Company’s website: www.bitterrootresources.com.
The Qualified Person, as defined in NI 43-101, responsible for the technical content of this news release is Jeffrey D. Rowe, P.Geo., who is an independent technical consultant to the Company.
ON BEHALF OF THE BOARD OF DIRECTORS OF THE COMPANY:
Michael S. Carr
Telephone 604 922 1351
Neither 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: Certain statements contained in this press release may constitute forward-looking statements under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "expects" or "it is expected", or variations of such words and phrases or statements that certain actions, events or results "will" occur. This document contains statements about expected or anticipated future events and/or financial results that are forward-looking in nature and as a result, are subject to certain risks and uncertainties, such as general economic, market and business conditions, regulatory processes and actions, technical issues, new legislation, competitive conditions, the uncertainties resulting from potential delays or changes in plans, the occurrence of unexpected events and the company’s ability to execute and implement its future plans. Forward-looking statements in this press release include but are not limited to the completion of the Private Placements, the anticipated gross proceed of the Private Placements, the approval of the Exchange, and the Company’s planned use of the proceeds of the Private Placements. Factors that could cause actual results to differ materially from those in forward-looking statements include that the Company does not complete all or any part of the Private Placements or the Company does not receive regulatory acceptance to the Private Placements. Accordingly the actual events may differ materially from those projected in the forward-looking statements. When relying on forward-looking statements to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and should not place undue reliance on such forward-looking statements. The Company does not undertake to update any forward looking statements, except as may be required by applicable securities laws. For such forward-looking statements, we claim the safe harbour for forward-looking statements within the meaning of the Private Securities Legislation Reform Act of 1995.