Bunker Hill closes LIFE offering, private placement

Executive Summary

• Bunker Hill Mining Corp. closed a brokered life offering, concurrent non-brokered private placement, and warrant exercise, resulting in aggregate gross proceeds of $33,752,300.
• The company issued 150,808,332 LIFE units (postconsolidated basis) at $6.30 per unit and 8,926,668 additional LIFE units at $6.30 per unit, alongside a cornerstone investor exercising warrants for $5 million.
• Net proceeds are designated for working capital to ramp up the Bunker Hill mine to commercial production, exploration, and general corporate purposes.

Key Details

• Aggregate Gross Proceeds: $33,752,300.
• Brokered Offering:
  • Issued 150,808,332 listed issuer financing exemption (LIFE) units (approx. 4,308,809 LIFE units on a postconsolidated basis).
  • Price: 18 cents per LIFE unit ($6.30 on a postconsolidated basis).
  • Gross Proceeds: $27,145,500 (includes full exercise of agent overallotment option).
• Concurrent Non-Brokered Private Placement:
  • Issued 8,926,668 additional LIFE units (approx. 255,048 LIFE units on a postconsolidated basis).
  • Price: 18 cents per LIFE unit ($6.30 on a postconsolidated basis).
  • Gross Proceeds: $1,606,800.
• Warrant Exercise:
  • Cornerstone investor exercised existing common share purchase warrants.
  • Exercise Price: 17 cents per warrant ($5.95 on a postconsolidated basis).
  • Additional Proceeds: $5,000,000.
• Unit Structure: Each LIFE unit consists of one share of common stock and one common share purchase warrant.
• Warrant Terms:
  • Exercise Price: 30 cents per share ($10.50 on a postconsolidated basis).
  • Duration: 36 months from issuance.
• Use of Proceeds: Working capital for ramp-up of Bunker Hill mine to commercial production, exploration, and general corporate purposes.
• Agents and Fees:
  • Lead Agent/Sole Bookrunner: Haywood Securities Inc.
  • Syndicate Agents: Roth Canada Inc., BMO Capital Markets, Canaccord Genuity Corp.
  • Finder: ZED Financial Partners.
  • Cash Fees Paid to Agents: $1,579,290.
  • Compensation Options Issued to Agents: 8,782,833 non-transferable options (exercisable at $6.30/share for 24 months).
  • Cash Fee Paid to ZED: $47,820.
  • Compensation Options Issued to ZED Principals: 256,667 options.
• Insider Participation:
  • Constituted a related-party transaction under TSX Venture Exchange Policy 5.9 and MI 61-101.
  • Exemptions relied upon: Sections 5.5(a) and 5.7(1)(a) of MI 61-101 (valuation and minority shareholder approval).
  • Volume: 300,000 LIFE units (approx. 8,571 on a postconsolidated basis).
• Regulatory/Listing Details:
  • Completed on a prospectus-exempt basis under Listed Issuer Financing Exemption (NI 45-106).
  • No statutory hold period under Canadian securities laws.
  • Minimum six-month hold period under U.S. securities laws.
  • Company to file registration statement for resale within five business days; target effectiveness by SEC within 60 days of initial filing.