19:32:42 EDT Thu 28 Mar 2024
Enter Symbol
or Name
USA
CA



Timberline Resources Corp (2)
Symbol TBR
Shares Issued 24,006,952
Close 2017-02-17 C$ 0.43
Market Cap C$ 10,322,989
Recent Sedar Documents

Timberline closes $486,250 (U.S.) tranche of financing

2017-02-17 09:21 ET - News Release

Mr. Steven Osterberg reports

TIMBERLINE RESOURCES CLOSES FIRST TRANCHE OF PRIVATE PLACEMENT FINANCING

Timberline Resources Corp. has received conditional approval from the TSX Venture Exchange for its private placement and has closed the first tranche of the previously announced non-brokered private placement by issuing 1,945,000 units for a total of $486,250 (U.S.). A second tranche is expected to close by the end of February.

The offering, which was initially announced on Jan. 13, 2017, consists of up to five million units at a price of 25 U.S. cents per unit for a total of $1.25-million (U.S.), with an overallotment option to increase the offering by up to 20 per cent. Each unit consists of one share of common stock of the company and one common share purchase warrant, with each warrant exercisable to acquire an additional share of common stock of the company at a price of 40 U.S. cents per share until the warrant expiration date of Jan. 31, 2020. The company may accelerate the warrant expiration date if the price of the company's common stock closes at or above 90 U.S. cents for 20 consecutive trading days.

The offering is being completed under Rule 506(c) of Regulation D promulgated by the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, solely to persons who qualify as accredited investors and in accordance with applicable Canadian securities laws. The terms of the offering also include that the company will use commercially reasonable efforts to prepare and file a registration statement under the Securities Act for resale of the shares of common stock and the shares of common stock underlying the warrants to the extent allowed by the Securities and Exchange Commission.

The company intends to use the net proceeds of the offering for working capital, exploration program expenses and costs associated with claim maintenance. Certain finders' fees and consulting fees may be payable by Timberline in relation to this transaction to support in marketing this offering.

The securities offered in the offering have not been and may not be registered under the Securities Act or the securities laws of any state of the United States, and may not be offered or sold in the United States absent such registration or an applicable exemption from such registration requirements. The securities may be sold only to accredited investors (as defined in Rule 501(a) under Regulation D of the Securities Act), which, for natural persons, are investors who meet certain minimum annual income or net worth thresholds. The securities are being offered in reliance on the exemption from the registration requirements of the Securities Act provided by Rule 506(c), and the company is not required to comply with specific disclosure requirements that apply to registration under the Securities Act. The U.S. Securities and Exchange Commission has not passed upon the merits of or given its approval to the securities, the terms of the offering, or the accuracy or completeness of any offering materials.

The securities are subject to legal restrictions on transfer and resale, and investors should not assume they will be able to resell their securities. Securities issued to investors in Canada are subject to a four-month hold period in accordance with Canadian securities laws. Investing in the securities involves risk, and investors should be able to bear the loss of their investment.

About Timberline Resources Corp.

Timberline Resources is focused on advancing district-scale gold exploration and development projects in Nevada, including its Talapoosa project in Lyon county where the company has completed and disclosed a positive preliminary economic assessment. Timberline also controls the 23-square-mile Eureka project lying on the Battle Mountain-Eureka gold trend. At Eureka, the company continues to advance its Lookout Mountain and Windfall project areas. Timberline also owns the Seven Troughs property in northern Nevada, known to be one of the state's highest-grade, former producers.

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