Tuesday, 02 January 2024 12:17 GMT

Tincorp Closes Private Placement


(MENAFN- Newsfile Corp) Vancouver, British Columbia--(Newsfile Corp. - September 17, 2025) - Tincorp Metals Inc. (TSXV: TIN) (OTCQX: TINFF) (" Tincorp " or the " Company ") is pleased to announce that it has closed its previously announced non-brokered private placement (the " Offering ") on September 16, 2025, pursuant to which the Company issued a total of 3,000,000 common shares of the Company (" Shares ") at a price of $0.125 per Share for gross proceeds of $375,000.

The Company intends to use the net proceeds of the Offering for working capital requirements and general corporate purposes.

The Offering was conducted in reliance upon available exemptions from the prospectus requirements of applicable Canadian securities laws. All securities issued are subject to a statutory four-month and one-day hold period from the closing date. The Offering remains subject to the final acceptance of the TSX Venture Exchange.

The participation by insiders of the Company in the Offering for $201,250, which constitutes a "related party transaction" for the purposes of Multilateral Instrument 61-101 - Protection of Minority Securityholders in Special Transactions (" MI 61-101 "), which has been adopted by the TSX Venture Exchange pursuant to its Policy 5.9 - Protection of Minority Security Holders in Special Transactions. The Company relied on an exemption from the formal valuation and minority shareholder approval requirements contained in sections 5.5(a) and 5.7(a) of MI 61-101 in respect of such insider's participation, as the fair market value of the insider's participation did not exceed 25% of the Company's market capitalization.

Silvercorp Metals Inc. subscribed for 874,423 Shares for a total investment of $109,302, maintaining its pro rata interest of 29.15% of the outstanding Shares of the Company. No new Control Persons (as defined in the policies of the TSX Venture Exchange) were created as a result of the closing of the Offering.

In connection with the Offering, the Company paid an aggregate cash finder's fee of $1,800 to an arm's length finder, representing 6% of the gross proceeds received by the Company from purchasers under the Offering who were introduced to the Company by the Finder.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the " U.S. Securities Act "), or any United States state securities laws, and accordingly, may not be offered or sold within the United States or to U.S. persons except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer or a solicitation of an offer of securities for sale in the United States, nor will there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Tincorp

Tincorp Metals Inc. is a mineral exploration company focused on tin projects in Bolivia and owns a gold project near Whitehorse, Yukon, Canada. The Company owns 100% of its Porvenir Project and has signed an agreement to acquire a 100% interest in the nearby SF Project, both located 70 km southeast of Oruro, Bolivia. Tincorp has also signed an agreement to sell its Skukum Gold Project to Blue Jay Gold Corp. Subject to the satisfaction of certain closing conditions, the transaction is expected to be completed in the third quarter of 2025.

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