FOR IMMEDIATE RELEASE
Dec 1, 2016
BCM Resources Corporation Extends Private Placement
Vancouver, BC - BCM Resources Corporation (TSX-V: B), the "Company" announces that the Company has obtained a 45 day extension from the TSX Venture Exchange to complete the Non-Brokered private placement, announced on October 17, 2016, for proceeds of up to C$1,200,000 through the issuance of up to 12,000,000 units ("Units") priced at C$0.10 per Unit.
Each Unit is comprised of one common share of the Company (a "Share") and one share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder to purchase one common share of the Company at a price of C$0.20 for two years from the date of issue.
All the securities issuable will be subject to a four-month hold period from the date of issue.
Certain insiders will be participating in the proposed private placement. The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of any Insider Participation.
There will be a Gypsy Swap(s) in connection with this proposed transaction of an up to as yet undetermined amount of common shares priced at $0.10 per share. Pursuant to this, the Company reports that certain directors of BCM Resources Corporation have arranged a sale of common shares of the Company through the facilities of the TSX Venture Exchange dated November 25, 2016. The Company will issue a further news release including details of any gypsy swap(s) when it closes the intended financing.
All other terms of the private placement are unchanged. The financing is subject to final approval by the TSX Venture Exchange.
Proceeds from the financing will be allocated toward property expenditures and cash payments required under the terms of the pending Thompson Knolls option agreement, and for general working capital purposes including costs of maintaining the Company's the British Columbia mineral tenures, office administration and overhead, legal fees and auditors fees.
The Thompson Knolls Property
The drill ready Thompson Knolls Copper-Gold target is located in Western Utah, approximately 200 km SW of Kennecott Copper's Bingham Canyon Mine, accessible on all season roads. Thompson Knolls hosts a robust Copper-Gold porphyry target, several Copper-Gold skarn targets and a compelling distal disseminated Gold-Silver target. Drill pad locations and drill holes for both the Copper-Gold porphyry and the distal disseminated Gold-Silver targets have been fully approved, subject to bonding. There are two prolific water wells on the property. The town of Baker Nevada is located 30 miles to the West and has all the requisite services/products required to support a major exploration drilling program at Thompson Knolls.
Pending Option Agreement
As previously announced, the Company has a Letter of Intent (LOI) with Inland Explorations Ltd., a private BC company ("Inland"), for an option to acquire up to a 60% interest in the drill-ready Thompson Knolls Copper, Gold & Silver Property ("TK Property") located in western Utah's Great Basin, one of the premier metallogenic provinces in the world. The TK Property is located in Millard County, Utah and consists of 125 federal unpatented mineral claims and two State Section Leases, comprising 3,465 acres (1,402 ha).
Under the terms of the LOI, BCM has the option to earn a 51% interest within 4 years by incurring total property expenditures of C$3.5 million, issuing to Inland a total of 2.6 million shares in the Company, and making total cash payments of C$250,000, as well as posting any required exploration bonds and paying all annual property and permit related expenses. Fifty thousand dollars (C$50,000) and 450,000 shares shall be due on Closing with the balance of property expenditures, cash and share payments staged over a four year period.
Upon BCM earning a 51% interest, the Company shall have the option to increase its interest in the TK Property by an additional 9% to 60% by spending an additional $5M on the TK Property and delivering a pre-feasibility level study on the property with 2 years.
Inland Explorations Ltd. ("Inland"), a non-reporting issuer, is related to the Company by way of three common directors, all of whom hold shares in Inland and two of which are officers of both companies.
The proposed Option Agreement is non arm's length and Closing (on or before December 31, 2016) is subject to receipt of all requisite regulatory and other approvals, including the approval of the TSX Venture Exchange.
Finders fees may be payable in connection with this private placement.
The financing is subject to approval by the TSX Venture Exchange.
VP Exploration and Director, Richard R. Redfern, M.Sc. and Certified Professional Geologist, a "qualified person" for the purposes on National Instrument 43-101 Standards of Disclosure for Mineral Properties, has verified and approved the information contained in this news release, and evaluated the interpretations contained in this news release.
About BCM Resources Corporation
BCM Resources Corporation is a diversified Canadian mineral exploration company focused on identifying, acquiring, advancing, and joint venturing prospective Copper, Gold, and Molybdenum exploration projects in British Columbia and Utah. BCM Resources is managed by experienced and successful board members and advisors. For further information, including area maps, sections, and photos, please visit our web site at www.bcmresources.com or contact us by e-mail at firstname.lastname@example.org.
On Behalf of the Board of Directors:
President & Chief Executive Officer
For further information please contact:
Telephone: 1 (604) 646-0144, ext. 223
Caution Concerning Forward-Looking Statements
This news release and related texts and images on BCM Resource Corporation's website contain certain "forward-looking statements" including, but not limited to, statements relating to interpretation of mineralization potential, drilling and assay results, future exploration work, and the anticipated results of this work. Forward-looking statements are statements that are not historical facts and are subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking statements, including, without limitation: risks related to fluctuations in metals prices; uncertainties related to raising sufficient financing to fund the planned work in a timely manner and on acceptable terms; changes in planned work resulting from weather, logistical, technical, governmental, social, or other factors; the possibility that results of work will not fulfill expectations and realize the perceived potential of the company's projects; uncertainties involved in the interpretation of sampling and drilling results and other tests; the possibility that required permits and access agreements may not be obtained in a timely manner; risk of accidents, equipment breakdowns or other unanticipated difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in these work programs.
Forward-looking statements contained in this release are based on the beliefs, estimates, and opinions of management on the date the statements are made. There can be no assurance that such statements will prove accurate. Actual results may differ materially from those anticipated or projected. BCM Resources Corporation undertakes no obligation to update these forward-looking statements if management's beliefs, estimates, opinions, or other factors, should change.
This news release and the information contained herein does not constitute an offer of securities for sale in the United States and securities may not be offered or sold in the United States absent registration or exemption from registration.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDERS (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.