February 26, 2013 – Brixton Metals Corporation (TSXV: BBB) (the “Company” or “Brixton”) is pleased to announce that, further to the Company’s news releases of February 1, 2013 and February 21, 2013, it has completed its acquisition of 100% interest in the Thorn property (the “Thorn Property”) from Rimfire Minerals Corporation (the “Acquisition”), a subsidiary of Kiska Metals Corporation, and has closed its equity financing pursuant to which a wholly-owned subsidiary of Hecla Mining Company (“Hecla”) acquired 17,250,000 common shares of the Company (the “Shares”) at a price of $0.15 per share for total gross proceeds of $2,587,500 (the “Financing”).
Mr. Gary R. Thompson, Chairman and CEO stated, “We are delighted to have completed these two significant milestones and look forward to the 2013 exploration season, where we anticipate another successful year at the Thorn project.”
Pursuant to the terms of an ancillary rights agreement, Hecla has been granted various rights, exercisable for so long as Hecla holds at least a 10.0% interest in Brixton (calculated in accordance with that agreement). These rights include: (a) a right to nominate one person to Brixton’s Board of Directors, (b) a right to nominate one person to a technical committee, to be established to design and execute the Company’s exploration programs at the Thorn Property, and (c) a pre-emptive right to participate in any future proposed equity offering of Brixton in order to maintain its pro rata interest at 19.8%. Pursuant to the terms of the ancillary rights agreement, Hecla has also agreed to a voting agreement whereby Hecla will vote all Shares held by it in favour of management’s proposals on matters of routine business for a period of 12 months from the closing date of the Financing.
All securities issued in the Financing will be subject to a statutory four month and one day hold period. Proceeds from this Financing were used to complete the Acquisition and the remaining balance will be used for further exploration at the Thorn Property during the upcoming field season and general corporate and administrative purposes. The shares issued to Kiska are escrowed over a 12 month period. Kiska will receive $1,500,000 in cash and 7,000,000 Brixton shares in exchange for 100% of the Thorn project subject to underlying royalties.
About Brixton Metals Corporation
Brixton is an exploration company engaged in the acquisition and exploration of precious metal assets and advancing them to feasibility. The 100 percent owned Thorn Property is Brixton’s flagship property and is centered on high grade silver-gold-lead-zinc-bearing diatreme-breccia zones, high-grade veins and porphyry targets. The Thorn Property is located in northwestern British Columbia, Canada, about 40 km from Chieftain’s Tulsequah mine development. Brixton Metals Corporation shares trade on the TSX-V under the ticker symbol BBB. For more information about Brixton please visit our website at www.brixtonmetals.com.
On Behalf of the Board of Directors
Mr.GaryR.Thompson, Chairman and CEO,
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Information set forth in this news release may involve forward-looking statements under applicable securities laws. Forward-looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as ‘anticipate’, ‘believe’, ‘plan’, ‘estimate’, ‘expect’, and ‘intend’, statements that an action or event ‘may’, ‘might’, ‘could’, ‘should’, or ‘will’ be taken or occur, including statements that address potential quantity and/or grade of minerals, potential size and expansion of a mineralized zone, proposed timing of exploration and development plans, or other similar expressions. All statements, other than statements of historical fact included herein including, without limitation, the anticipated issuance of the Property Shares or the Settlement Shares, TSXV final approval for the Private Placement and approval for the issuance of the Property Shares or the Settlement Shares, use of proceeds and the exploration potential of the Langis property based on historical information, resources estimates on the Thorn Project are forward looking statements. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: the need for additional financing; operational risks associated with mineral exploration; fluctuations in commodity prices; title matters; and the additional risks identified in the annual information form of the Company or other reports and filings with the TSXV and applicable Canadian securities regulators. Forward-looking statements are made based on management’s beliefs, estimates and opinions on the date that statements are made and the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws. Investors are cautioned against attributing undue certainty to forward-looking statements.