Mr. Victor Feng reports
TINCORP CLOSES PRIVATE PLACEMENT
Tincorp Metals Inc. closed its previously announced non-brokered private placement on Sept. 16, 2025, pursuant to which the company issued a total of three million common shares of the company at a price of 12.5 cents per share for gross proceeds of $375,000.
The company intends to use the net proceeds of the offering for working capital requirements and general corporate purposes.
The offering was conducted in reliance upon available exemptions from the prospectus requirements of applicable Canadian securities laws. All securities issued are subject to a statutory four-month-and-one-day hold period from the closing date. The offering remains subject to the final acceptance of the TSX Venture Exchange.
The participation by insiders of the company in the offering for $201,250 constitutes a related party transaction for the purposes of Multilateral Instrument 61-101, Protection of Minority Securityholders in Special Transactions, which has been adopted by the TSX Venture Exchange pursuant to its Policy 5.9, Protection of Minority Security Holders in Special Transactions. The company relied on an exemption from the formal valuation and minority shareholder approval requirements contained in sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such insider's participation, as the fair market value of the insider's participation did not exceed 25 per cent of the company's market capitalization.
Silvercorp Metals Inc. subscribed for 874,423 shares for a total investment of $109,302, maintaining its pro rata interest of 29.15 per cent of the outstanding shares of the company. No new control persons (as defined in the policies of the TSX Venture Exchange) were created as a result of the closing of the offering.
In connection with the offering, the company paid an aggregate cash finder's fee of $1,800 to an arm's-length finder, representing 6 per cent of the gross proceeds received by the company from purchasers under the offering who were introduced to the company by the finder.
About Tincorp Metals Inc.
Tincorp Metals is a mineral exploration company focused on tin projects in Bolivia and owns a gold project near Whitehorse, Yukon, Canada. The company owns 100 per cent of its Porvenir project and has signed an agreement to acquire a 100-per-cent interest in the nearby SF project, both located 70 kilometres southeast of Oruro, Bolivia. Tincorp has also signed an agreement to sell its Skukum gold project to Blue Jay Gold Corp. Subject to the satisfaction of certain closing conditions, the transaction is expected to be completed in the third quarter of 2025.
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