Vancouver, November 27, 2023 – Camino Minerals Corporation (TSXV: COR) (OTCQB: CAMZF) (WKN: A116E1) (“Camino” or the “Company”) is pleased to announce that it is arranging a non-brokered private placement to raise total gross proceeds of up to CAD$2,000,000 (the “Financing”).
The Financing will consist of the issue of up to 33,333,334 units (each, a “Unit”) at a price per Unit of CAD$0.06. Each Unit will consist of one common share and one common share purchase warrant (each, a “Warrant”), allowing holders to purchase an additional common share at an exercise price of CAD$0.10 per Warrant within thirty-six months following the closing date of the Financing. In the event the volume-weighted average closing price of the Company’s common shares on the TSX Venture Exchange (the “Exchange”) exceeds CAD$0.20 for twenty consecutive trading days, the Company retains the option to accelerate the expiry date of the Warrants to thirty days after a public announcement of its election to accelerate the expiry date of the Warrants. The Company may pay finders fees in connection with the Financing.
The primary use of the gross proceeds will be the commencement of drilling activities at the Company’s 100% owned Maria Cecilia porphyry complex (“Maria Cecilia”) and for corporate working capital and business development activities. Two drilling campaigns are planned at Camino’s two permitted copper properties in Peru. Drilling at the Los Chapitos Copper Project (“Los Chapitos”) will commence in December, funded in co-operation with its Los Chapitos partner Nittetsu Mining Co., Ltd. (see news release dated November 23, 2023). The second drilling campaign is planned to commence consecutively at the fully permitted Maria Cecilia copper porphyry complex.
The Company has received commitments as part of the Financing from a combination of executive management, directors, and existing shareholders of Camino. The participation in the Financing by related parties constitutes a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) and Policy 5.9 – Protection of Minority Security Holders in Special Transactions of the Exchange. Pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101, the Company is exempt from obtaining a formal valuation and minority approval of the Company’s shareholders in respect of the related party participation in the Financing due to the fair market value of the related party participation being below 25% of the Company’s market capitalization for the purposes of MI 61-101.
All securities issued and sold under the Financing will be subject to a hold period expiring four months and one day from their date of issuance. Completion of the Financing remain subject to the receipt of all necessary regulatory approvals, including the approval of the Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.
The Maria Cecilia Porphyry Complex
The Maria Cecilia porphyry complex is a mineralized system of several intrusives that extends for over 5 km and hosts the mineral resources of Toropunto and Emmanuel, that have been prepared in accordance with National Instrument 43-101 standards. The central intrusive of Maria Cecilia has never been drilled and exhibits the largest magnetic anomaly in the porphyry complex. Drilling at adjacent deposits demonstrates cross-cutting mineralization indicating multiple intrusive pulses of copper, gold, zinc, and molybdenum mineralization adjacent to Maria Cecilia.
In addition, anomalous molybdenum has been encountered immediately next to Maria Cecilia indicating zoning proximity to a copper source and the potential for a robust porphyry. The Company proposes to drill from surface two porphyry outcrops with test pit grades up to 0.5 and 0.9% Cu, respectively, and drill to a potential quartz magnetite high-grade copper mineralized body within the magnetic anomaly.
In September 2022, Camino was granted the Declaration of Environmental Impact permit to drill up to 23,000 meters at Maria Cecilia (see news release dated September 12, 2022).
About Camino
Camino is a discovery and development stage copper exploration company. Camino is focused on advancing its high-grade Los Chapitos copper project located in Peru through to resource delineation and to add new discoveries. Camino has also permitted the Maria Cecilia copper porphyry project for a planned exploration drilling program. In addition, Camino has increased its land position at its copper and silver Plata Dorada project. Camino seeks to acquire a portfolio of advanced copper assets that have the potential to deliver copper into an electrifying copper intensive global economy. For more information, please refer to Camino’s website at www.caminocorp.com.
Jose A. Bassan, FAusIMM (CP) 227922, MSc. Geologist, an independent geologist and a qualified person as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects, has reviewed and approved the technical contents of this document. Mr. Bassan has reviewed and verified relevant data supporting the technical disclosure, including sampling and analytical test data.
| ON BEHALF OF THE BOARD | For further information, please contact: |
| /S/ “Jay Chmelauskas” | Camino Investor Relations |
| President and CEO | info@caminocorp.com |
| Tel: (604) 493-2058 |
Neither 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.
Cautionary Note Regarding Forward Looking Statements: Certain disclosures in this release constitute forward-looking information. In making the forward-looking disclosures in this release, the Company has applied certain factors and assumptions that are based on the Company’s current beliefs as well as assumptions made by and information currently available to the Company. Forward-looking information in the release includes the terms and conditions of the Financing, the use of proceeds of the Financing, the timing and ability of the Company to obtain final approval of the Financing from the TSX Venture Exchange, the closing date of the Financing, an exemption being available under MI 61-101 and Policy 5.9 of the TSX Venture Exchange from the minority shareholder approval and valuation requirements, the prospectivity of future exploration work at Maria Cecilia and Los Chapitos and the receipt of necessary authorizations and approvals. Although the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect, and the forward-looking information in this release is subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking information. Such risk factors include, among others, that actual results of the Company’s exploration activities may be different than those expected by management, that the Financing may not be fully subscribed or completed on the terms described herein, that the Company may be unable to obtain or will experience delays in obtaining any required authorizations and approvals and the state of equity and commodity markets. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.
