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*Excelsior Mining Corp. 
Listed Company 

EXCELSIOR MINING CORP. ("MIN")
BULLETIN TYPE: Property-Asset or Share Disposition Agreement, Private Placement-Non-Brokered
BULLETIN DATE: August 1, 2013
TSX Venture Tier 2 Company

TSX Venture Exchange Inc. (the "Exchange") has accepted for filing a share purchase and royalty option agreement (the "Agreement") among Excelsior Mining Corp. (the "Company"), James L. Sullivan Trust and Callinan Royalties Corporation ("Callinan") dated July 19, 2013. Pursuant to the terms of the Agreement, Callinan will purchase 6,250,000 common shares of Excelsior at a price of $0.16 per common share for gross proceeds of $1,000,000 (see 'Private Placement - Non -Brokered' below). Concurrently, Callinan will acquire a 0.5% gross revenue royalty ("GRR") on the Company's Gunnison Project (the "Initial GRR") for consideration of $2,000,000 payable to the Company.

Callinan will have the option to invest up to an additional $19.0 million into the Company in exchange for a further 2.5% GRR on the Gunnison Project based on development milestones (1.5%) and a construction option (1%).

1.5% of the additional GRR is staged and based upon the Company meeting specific development milestones leading up to the construction of a mining facility including: (i) completion of a prefeasibility study and successfully raising additional financing from other sources; (ii) completion of hydrology and metallurgy models to feasibility study level; and (iii) successful administrative review of the key permits (Aquifer Protection Permit and the Underground Injection Control and Aquifer Exemption Permit). Upon the completion of each milestone, Callinan will have the option to purchase an additional 0.5% GRR for $3,000,000 each.

The construction option gives Callinan the right to buy a 1% GRR for $10,000,000 following completion of the feasibility study, receipt of all required permits and the Company securing a firm commitment for 50% of the required capital required for mine construction. One quarter (0.25%) of the construction option will vest with each $3 million paid by Callinan to the Company pursuant to the initial investment or upon the exercise of any of the royalty options. Should all the royalty options be exercised, Callinan would acquire a 3% GRR on the Gunnison Project for total proceeds of $21,000,000.

The exercise price of the construction option may be adjusted if the feasibility study recommends the construction of a plant with capacity lower than 80 million pounds of copper per year based on an agreed upon schedule.

In addition, Callinan has the right to require the Company to purchase all or part of the Initial GRR for $2,000,000 pro-rated for the portion of the GRR sold back to the Company. The repurchase is payable in common shares of the Company priced at $0.25 per share. This right will expire at the earliest of 24 months from the closing date or the exercise of the first royalty option.

Insider / Pro Group Participation: Nil

For further information please see the Company's news release dated July 23, 2013 which is available under its profile on SEDAR.

Private Placement - Non-Brokered:

TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced July 23, 2013:

Number of Shares: 6,250,000 shares

Purchase Price: $0.16 per share

Number of Placees: 1 placee

Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P # of Shares
Callinan Royalties Corporation Y 6,250,000

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly.
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