News Column

Tintina Resources Welcomes New Strategic Partner at Black Butte Copper Project

September 8, 2014



By a News Reporter-Staff News Editor at Clinical Trials Week -- Tintina Resources Inc. ("Tintina" or the "Company") (TSX VENTURE:TAU)(OTCQX:TINTF) is pleased to announce that Sandfire Resources NL has agreed to purchase 80 million units of the Company at a price of $0.20 per unit for gross proceeds of $16 million.

Sandfire is an ASX listed company based in Perth, Australia and the owner and operator of the DeGrussa Copper-Gold Mine. The closing of the private placement will give Sandfire an initial 36% stake in the Company. The funds raised will enable the Company to continue work on a feasibility study and a mine operating permit application for the Company's Black Butte Copper Project, Montana.

"We are pleased to welcome Sandfire to our roster of high quality institutional shareholders. Sandfire is one of the most exciting emerging mid-tier copper producing companies in the world. Their investment into Tintina demonstrates that they clearly recognize the quality of the asset and the level of investment necessary to advance the Black Butte project through feasibility and permitting. With their development and operating experience in bringing the highly successful DeGrussa mine into production, we believe they will add to the success of our development team already in place in Montana. This transaction brings a well funded, mining savvy operator to the Tintina team which will be very beneficial to shareholders and all Montana stakeholders alike," stated Chairman of the Board, Rick Van Nieuwenhuyse.

The units will be comprised of 80 million common shares and the following warrants to purchase additional common shares: 20 million Class A warrants exercisable at $0.28 per share for a period of two years following closing, 20 million Class B warrants exercisable at $0.32 per share for a period of three years following closing, and 40 million Class C warrants exercisable at $0.40 per share for a period of five years following closing.

If all of the warrants are exercised, the aggregate proceeds from the transaction will be approximately $44 million and Sandfire's interest would increase to 53% on an undiluted basis, assuming no other shares are issued.

The warrants are subject to early expiry, if, over twenty consecutive trading days in the last three months prior to the natural expiry date of each class of warrants, the Volume Weighted Average Price of Tintina's shares on the TSX-V is at least 120% of the exercise price and Sandfire does not exercise the relevant class of warrants in full. Early expiry of any class of warrants causes all subsequent warrants to also expire.

The transaction is subject to the approval of the TSX-V and will require shareholder approval of Sandfire as a new "control person". Tintina's existing strategic shareholders, Quantum Partners LP and Electrum Strategic Metals LLC, who together hold approximately 57.9% of the currently outstanding shares, have agreed to vote for the completion of this transaction and accordingly shareholder approval will be obtained by consent.

Following the closing of the transaction, the Company will have cash on hand of ~$18.5 million with approximately 222 million shares outstanding.

As part of the transaction, Tintina will grant Sandfire the right to nominate the President and Chief Executive Officer and two members of the Tintina Board. At closing, Mr. Bruce Hooper, Sandfire's Chief Business Development Officer, will be appointed President and Chief Executive Officer and a director of Tintina on a secondment basis, in place of Mr. Gerald Booth, Tintina's Interim CEO and a director, who was planning to retire. In addition, Sandfire will be granted the right to participate in future financings on a pro-rata basis. These various investor rights will remain in place for as long as Sandfire's ownership in the Company is 30% or more on a non-diluted basis.

VP of Exploration Jerry Zieg states, "This investment by Sandfire is a very welcome development for our community and statewide in Montana. What a great opportunity for all of us to be a part of creating a new economic driver for Central Montana. We welcome Sandfire's assistance and their exceptional technical and operational expertise. We are also pleased with their recognition and acceptance of maintaining the current Tintina management team as an integral part of the Black Butte project going forward. With Sandfire's financial and technical support, we can realize our vision of a 21st century mining operation that fits well with our ranching community and protects the landscape and waterways we all value."

It is also expected that directors Mr. Ken Collison and Mr. Steven Khan will resign concurrently with the closing of the transaction, but will continue in a consulting capacity. Mr. Rick Van Nieuwenhuyse will continue as a director and non-Executive Chairman (see also Manufacturing, Production).

Keywords for this news article include: Manufacturing, Production.

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Source: Clinical Trials Week


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