VANCOUVER, British Columbia, April 26, 2013 /PRNewswire/ --
Shares Outstanding: 62,738,850
Kootenay Silver Inc. (TSX VENTURE: KTN) ("Kootenay" or the "Company") announces the closing of a $4,750,000 private placement (the "Private Placement") with Agnico-Eagle Mines Limited ("Agnico-Eagle") previously announced by the Company on April 23, 2013. An aggregate of 6,250,000 units (each a "Unit") at a purchase price of $0.76 per Unit were issued to Agnico-Eagle pursuant to the Private Placement, with each Unit consisting of one common share in the capital of the Company (each a "Common Share") and one-half of one transferrable common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles Agnico-Eagle to acquire one Common Share at an exercise price of $1.08 until April 26, 2015. All of the securities issued pursuant to the Private Placement are subject to a hold period until August 27, 2013.
As a result of its participation in the Private Placement, Agnico-Eagle now owns 9.96% of Kootenay's issued and outstanding Common Shares on a non-diluted basis (14.23% if Agnico-Eagle exercises all of the Warrants). Agnico-Eagle also has a participation right until April 26, 2015 pursuant to which, provided that Agnico-Eagle owns at least five percent of the then issued and outstanding Common Shares of Kootenay (taking into account convertible securities owned by Agnico-Eagle), it has the right to participate in certain equity offerings of the Company on the same terms as other participants in such offerings in order to maintain its pro-rata ownership interest in the Company.
The securities being offered have not been, nor will they be registered under the United States Securities Act of 1933, as amended, or state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. federal and state registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.
Kootenay 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.
Neither the 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.
Forward-Looking Statements: The information in this news release has been prepared as at April 26 2013. Certain statements in this news release, referred to herein as "forward-looking statements", constitute "forward-looking statements" under the provisions of Canadian securities laws. These statements can be identified by the use of words such as "expected", "may", "will" or similar terms.
Forward-looking statements are necessarily based upon a number of factors and assumptions that, while considered reasonable by Kootenay as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Many factors, known and unknown, could cause actual results to be materially different from those expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Except as otherwise required by law, Kootenay expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in Kootenay's expectations or any change in events, conditions or circumstances on which any such statement is based.
For further information:
James McDonald, CEO and President at +1-403-238-6986
Investor Relations at 604-601-5652; +1-888-601-5650
SOURCE Kootenay Silver Inc.