Mr. Richard Warke reports
PRESS RELEASE FOR EARLY WARNING REPORT
REGARDING TITAN MINING CORPORATION
Richard Warke, of Suite 555 999 Canada Place, Vancouver, B.C., V6C 3E1, between Sept. 23, 2020 (the date of Mr.
Warke's most recently filed early warning report) and Oct. 23, 2023, acquired an
aggregate of 2,734,000 common shares of Titan Mining Corp., a
company with an address at Suite 555 999 Canada Place, Vancouver, B.C., V6C 3E1,
through the facilities of the Toronto Stock Exchange and privately, representing 2.0 per cent of the issued and outstanding common
shares of Titan. Mr. Warke acquired beneficial ownership over the securities that triggered the
requirement to file this report.
As of September 23, 2020, Mr. Warke owned, directly or indirectly or exercised control or direction over
70,306,612 Common Shares representing 50.58% of the issued and outstanding Common Shares,
15,736,072 Titan warrants and 2,000,000 Titan stock options. If all of Mr. Warke's Titan warrants and
Titan options were exercised, Mr. Warke would then own, directly or indirectly or exercise control or
direction over 88,042,684 Common Shares representing 56.18% of the total number of issued and
outstanding Common Shares on a partially diluted basis.
Immediately following the acquisition of Common Shares that triggered the requirement to file this
report, Mr. Warke owns directly or indirectly or exercises control or direction over 73,040,612 Common
Shares representing 53.56% of the issued and outstanding Common Shares, 12,236,072 Titan warrants
and 1,150,000 Titan stock options. If Mr. Warke were to exercise all of his Titan warrants and Titan
options, then Mr. Warke would own, directly or indirectly or exercise control or direction over
86,426,684 Common Shares representing 57.71% of the total number of issued and outstanding
Common Shares on a partially diluted basis.
Mr. Warke acquired the additional 2,734,000 Common Shares at an average price of C$0.54 per
Common Share, or C$1,465,694 in the aggregate. Other than 750,000 Common Shares purchased
privately on May 26, 2021 at a price of C$0.42 per Common Share for aggregate consideration of
C$315,000 plus commissions, the Common Shares were acquired through the facilities of the TSX.
With respect to the Common Shares acquired in the Private Transaction, the purchase of Common
Shares is exempt from the formal bid requirements of National Instrument 62-104 Take-Over Bids and
Issuer Bids ("NI 62-104") as the purchase was made from not more than five persons in the aggregate,
the bid was not made generally to Titan shareholders and the value of the consideration paid for the
Common Shares was not greater than 115% of the market price of the Common Shares as at the date of
the bid.
With respect to the Common Shares acquired on the TSX, the purchase of Common Shares is exempt
from the formal bid requirements of NI 62-104 as the purchase was made for not more than 5% of the
outstanding Common Shares; the aggregate number of Common Shares acquired in reliance on this
exemption by Mr. Warke and any person acting jointly or in concert with Mr. Warke within any period of
12 months, when aggregated with acquisitions otherwise made by Mr. Warke and any person acting
jointly or in concert with Mr. Warke within the same 12-month period, other than under a bid that is
subject to Part 2, did not exceed 5% of the outstanding Common Shares at the beginning of the 12-month period; the Common Shares trade on the facilities of the TSX; and the value of the consideration
paid for such Common Shares was not in excess of the market price at the date of the acquisition, as
determined in accordance with NI 62-104, plus reasonable brokerage fees or commissions actually paid.
Mr. Warke acquired the Common Shares for investment purposes. Depending on market conditions and
other factors, Mr. Warke may, from time to time, acquire additional Common Shares or other securities
of Titan or dispose of some or all of his Common Shares or other securities of Titan.
For a copy of the early warning report to which this press release relates, please contact:
Yoana Thomas
Suite 555 999 Canada Place
Vancouver, British Columbia
V6C 3E1
604-687-1717.
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