Bunker Hill Closes Previously Announced $8M Non-Brokered Private Placement

Not For Distribution to United States Newswire Services or For Dissemination in the United States

TORONTO, Feb. 24, 2021 (GLOBE NEWSWIRE) -- Bunker Hill Mining Corporation (the “Company”) (CSE: BNKR) is pleased to announce that it has closed the non-brokered private placement of 19,994,080 units of the Company (“Units”) at $0.40 per Unit for gross proceeds of approximately C$8,000,000 (the “Offering”) that was previously announced in the Company’s February 1, 2021 and February 2, 2021 news releases.

Each Unit consists of one common share of the Company (a “Common Share”) and one Common Share purchase warrant (a “Warrant”). Each whole Warrant entitles the holder to acquire one Common Share at a price of C$0.60 per Common Share for a period of five years. The Units and securities underlying them will be subject to a customary four month and a day hold period in accordance with applicable Canadian securities laws and to a concurrent six month hold period in accordance with applicable U.S. securities laws.

Sprott Capital Partners LP and other eligible finders (collectively, the “Finders”) acted as finders in connection with the Offering and the Finders were paid a cash commission of $140,400 in the aggregate and were issued 351,000 finder options (“Finder Options”) as compensation for their services. Finder Options are exercisable into Units at an exercise price equal to C$0.40 for a period of three years.

The proceeds from the Offering shall be primarily used to progress the rapid restart program of the Bunker Hill historical mine, new silver exploration activities, and for general corporate and working capital purposes including funding of the US$2.0 million payment that was made in connection with favorably renegotiating the purchase price for the Bunker Hill mine (as announced on November 23, 2020).

This news release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.

Related party Transaction

Pursuant to the Offering, certain directors and officers of the Company (the “Insiders”) acquired 626,580 Units pursuant to the Offering. This issuance of Units to the Insiders in connection with the Offering is considered a "related party transaction" as such term is defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under MI 61-101 on the basis that the issuance of the Units to insiders in connection with the Offering does not exceed 25% of the fair market value of the Company's market capitalization. The issuance of Units under the Offering to the Insiders has been approved by the Board of Directors of the Company who considered the insiders’ interests in the Offering and the best interests of the Corporation. The Company did not file a material change report disclosing the related party transaction more than 21 days before the expected closing date of the Offering as the details of the Offering and the participation therein by each insider of the Company were not settled until shortly prior to the closing of the Offering.