Vancouver, British Columbia: Kootenay Silver Inc. (TSX VENTURE: KTN.V) (“Kootenay” or the “Company”) announces that Agnico-Eagle Mines Limited (“Agnico-Eagle”) has entered into a subscription agreement to make an investment of $4,750,000 in Kootenay through a non-brokered private placement of units. As a result of the transaction, Agnico-Eagle will own 9.96% of Kootenay’s issued and outstanding shares on a non-diluted basis. The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or the accuracy of this release. Forward-Looking Statements: The information in this news release has been prepared as at April 23 2013. Certain statements in this news release, referred to herein as “forward-looking statements”, constitute “forward-looking statements” under the provisions of Canadian provincial securities laws. These statements can be identified by the use of words such as “expected”, “may”, “will” or similar terms. Forward-looking statements in this news release include, but are not limited to: statements relating to the expected closing date of the private placement; and Agnico-Eagle’s ownership of Common Shares and Warrants following the closing date. 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.
Under the terms of the subscription agreement, Agnico-Eagle will purchase a total of 6,250,000 units at a price of $0.76 per unit. Each unit is comprised of one common share and one-half of one common share purchase warrant. Each whole share purchase warrant will entitle Agnico-Eagle to acquire one common share of the Company at a price of $1.08 for a period of two years from the date of issuance. In the event that all warrants are exercised, an additional $3,375,000 will be raised.
James McDonald, President and CEO of Kootenay commented, “We are very pleased that Agnico-Eagle has committed to become a strategic investor in Kootenay Silver. Agnico’s investment provides us with a substantial alternative source of capital to the open market from a recognized world leader in precious metals mining, development and exploration. Agnico’s commitment to exploration and mining in Mexico directly coincides with our own commitment to the exploration and development of Promontorio. This investment recognizes the quality and near-term potential of our flagship Promontorio Silver project and our other principal exploration targets in Sonora, Mexico.”
Sean Boyd, President and CEO of Agnico-Eagle commented, “We are pleased to be involved with the advancement of Promontorio, a project that will continue to benefit from Kootenay’s capable exploration team. This investment is also consistent with our desire to increase our presence in Sonora State.”
The Company intends to use the net proceeds of the Offering for the advancement of the Promontorio Silver project and general working capital.
The closing of the private placement is expected to occur on or about April 26, 2013 and is subject to all necessary regulatory approvals. The common shares issuable pursuant to the offering (including the common shares issuable upon the exercise of the warrants) are subject to a four-month hold period. Upon closing of the private placement, subject to certain conditions, Agnico-Eagle will have the right to participate in any future equity offerings by the Company in order to maintain its pro rata investment 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.
ABOUT KOOTENAY
Kootenay Silver Inc. 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.
For additional information, please contact:
James McDonald, CEO and President at 403-238-6986
Investor Relations at 604-601-5652; 1-888-601-5650
or visit: www.kootenaysilver.com
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