{"success":true,"data":{"pressRelease":{"id":"34331","rtpr_id":"nNFC6ZV5rx","ticker":"SVM","exchange":"NYSE American","all_tickers":["SVM","TIN"],"title":"Tincorp Completes Acquisition of the Santa Barbara Gold-Copper Project, Ecuador","author":"Newsfile Corp","published_at":"2026-05-14T03:02:19.827Z","article_body":"Vancouver, British Columbia--(Newsfile Corp. - May 13, 2026) - Tincorp Metals\nInc. (TSXV: TIN) (\"Tincorp\" or the \"Company\") is pleased to announce that,\nfurther to its news release dated February 25, 2026, the Company has completed\nthe acquisition (the \"Acquisition\") of Santa Barbara Metals Inc. (the \"Holding\nCompany\"), a wholly-owned subsidiary of Silvercorp Metals Inc. (TSX: SVM)\n(NYSE American: SVM) (\"Silvercorp\") and its wholly-owned subsidiary, Adventus\nMining Corporation (\"Adventus\", and together with Silvercorp, the \"Vendors\").\nThe Holding Company holds a 100% interest in the Santa Barbara Gold-Copper\nProject (the \"Santa Barbara Project\") located in the Zamora Copper-Gold Belt\nof southeastern Ecuador.\n\nVictor Feng, Interim CEO of Tincorp, commented, \"The closing of this\nacquisition marks the beginning of a new chapter for Tincorp. Santa Barbara is\na large-scale, gold-copper porphyry system with an existing resource and\nsignificant exploration upside in one of the world's most prolific gold-copper\nmetallogeny belts. With our financing in place and technical team mobilized,\nwe are fully focused on unlocking the potential of this asset for our\nshareholders.\"\n\nTransaction Summary\n\nAll conditions precedent to the closing of the Acquisition have been\nsatisfied, including receipt of prior approval of the TSX Venture Exchange\n(\"TSXV\") and the requisite disinterested shareholder approval in accordance\nwith TSXV Policy 5.3 – Acquisitions and Dispositions of Non-Cash Assets,\nand minority approval (as defined in Multilateral Instrument 61-101\n– Protection of Minority Security Holders in Special Transactions (\"MI\n61-101\")) obtained at the Company's annual general and special meeting of\nshareholders held on May 5, 2026 (the \"Meeting\").\n\nIn connection with the closing of the Acquisition, the Company has: (i) paid\nto Silvercorp the first staged cash payment of US$1,500,000; (ii) issued to\nSilvercorp 15,000,000 common shares of the Company (as described below); (iii)\nentered into a net smelter return royalty agreement with Silvercorp providing\nfor a 1.5% NSR royalty on the Santa Barbara Project, of which the Company has\nthe right to repurchase two-thirds (being 1.0% of the total 1.5%) for\nUS$10,000,000 (the \"NSR Royalty\"); and (iv) entered into security agreements\nwith Silvercorp pursuant to which, as security for the deferred purchase price\npayments and the NSR Royalty, the Company has granted to Silvercorp a pledge\nover the shares of the Holding Company and a security interest over the mining\nconcessions comprising the Santa Barbara Project.\n\nPursuant to the Agreement, the consideration payable to the Vendors for the\nAcquisition consists of:\n1. US$13,500,000 in staged cash payments, consisting of: US$1,500,000 payable\non closing; US$2,500,000 on the first anniversary of closing; US$4,000,000 on\nthe second anniversary of closing; and US$5,500,000 on the third anniversary\nof closing (or, at Silvercorp's election, shares of Tincorp with any share\nissuance subject to a minimum price of C$0.40 per common share and a maximum\nissuance of 18,848,500 shares and TSXV approval at the time of issuance);\n2. 15,000,000 common shares of the Company at a deemed price of C$0.40 per\nshare, representing aggregate consideration of C$6,000,000 upon closing;\n3. the aggregate maximum number of common shares issuable under sections (i)\nand (ii) is 33,848,500, and any shortfall in the share consideration being\npayable in cash. For greater clarity, following the issuance of 15,000,000\ncommon shares upon closing, the Company may only issue up to 18,848,500 shares\nfor the third anniversary payment; and\n4. the NSR Royalty, as described above.\nConcurrent Subscription Receipts Financing\n\nIn connection with the closing of the Acquisition, the Escrow Release\nConditions (as defined in the Company's news release dated February 25, 2026)\napplicable to the Company's previously announced offering (the \"Offering\") of\nan aggregate of 43,750,000 subscription receipts (each, a \"Subscription\nReceipt\") have been satisfied. The aggregate gross proceeds of C$17,500,000\nraised pursuant to the Offering have been released from escrow by Endeavor\nTrust Company, the subscription receipt agent, and the Subscription Receipts\nautomatically converted into an aggregate of 43,750,000 common shares of the\nCompany (each, a \"Common Share\") and an aggregate of 21,875,000 Common Share\npurchase warrants (each, a \"Warrant\"). Each Warrant is exercisable to acquire\none Common Share (each, a \"Warrant Share\") at a price of C$0.65 for a period\nof 24 months from the closing date of the Offering.\n\nConcurrently, Raymond James Ltd., as lead agent and sole bookrunner, and ATB\nCormark Capital Markets (together, the \"Agents\") have received the remaining\n50% (C$345,000) of their aggregate cash commission of C$690,000 from the\nescrowed proceeds, for a total cash commission equal to 6% of the gross\nproceeds from the sale of an aggregate of 28,750,000 Subscription Receipts,\nfor gross proceeds of C$11,500,000, comprising the brokered component of the\nOffering, together with reimbursement of certain expenses. Of the remaining\ncash commission, C$207,000 was paid to Raymond James Ltd. and C$138,000 was\npaid to ATB Cormark Capital Markets. The Company has also issued to the Agents\nan aggregate of 1,725,000 non-transferable compensation warrants, each\nexercisable to acquire one Common Share (each, a \"Compensation Warrant Share\")\nat a price of C$0.40 for a period of 24 months from the date of conversion of\nthe Subscription Receipts. The remaining 50% ($105,900) of finder's fees\npayable to eligible finders in connection with the sale of an aggregate of\n15,000,000 Subscription Receipts, for gross proceeds of C$6,000,000,\ncomprising the non-brokered component of the Offering for total finder's fees\nof C$211,800 has been released from escrow to three finders: Haywood\nSecurities Inc., Leede Financial Inc., and Valpal Management Consultancy –\nFZCO.\n\nThe Common Shares, the Warrant Shares and the Compensation Warrant Shares are\nsubject to a hold period ending on the date that is four months and one day\nfollowing the closing date of the Offering pursuant to National Instrument\n45-102 – Resale of Securities.\n\nRelated Party Disclosure\n\nThe Acquisition and the Offering each constitutes a \"related-party\ntransaction\" within the meaning of TSXV Policy 5.9 – Protection of Minority\nSecurity Holders in Special Transactions and MI 61-101 as a result of\nSilvercorp's status as a controlling shareholder of the Company and the\nrepresentation of certain officers and directors of Silvercorp on the Board of\nDirectors of the Company. The Offering is a related party transaction as it is\na \"connected transaction\" (as defined in MI 61-101) with respect to the\nAcquisition and due to insider participation. Insiders of the Company\nsubscribed for a total of 10,175,000 Subscription Receipts under the Offering,\nfor aggregate gross proceeds of C$4,070,000.\n\nThe Company obtained disinterested shareholder approval and minority approval\nof the Acquisition and the Offering at the Meeting. For the purposes of\nobtaining disinterested shareholder approval and minority approval in\naccordance with TSXV Policy 5.3 – Acquisitions and Dispositions of Non-Cash\nAssets and MI 61-101, respectively, the votes attached to an aggregate of\n30,998,212 Common Shares, representing approximately 43.53% of the total\nissued and outstanding Common Shares as of the record date of the Meeting,\nwere excluded from the resolutions approving the Acquisition and the Offering.\nDr. Rui Feng, director of the Company at the time of the Meeting, recused\nhimself from all Board deliberations and resolutions in respect of the\nAcquisition on the basis that he is a director and the Chief Executive Officer\nand Chairman of Silvercorp. The Company relied on the exemption from the\nformal valuation requirements of MI 61-101 provided under section 5.5(b) of MI\n61-101 on the basis that no securities of the Company are listed or quoted on\nspecified exchanges.\n\nPost-Closing Matters\n\nCorporación FJTX Exploration S.A. (\"FJTX\"), the Ecuadorian operating\nsubsidiary acquired by Tincorp through the Acquisition, already holds title to\nthe majority of the mining concessions comprising the Santa Barbara Project.\nThe registration of the transfer from Condormining Corporation S.A.S\n(\"Condormining\"), a wholly-owned subsidiary of Silvercorp, to FJTX of the\nremaining concessions comprising the Santa Barbara Project (collectively, the\n\"Transferred Concessions\"), being the Viche Congüime Cuerpo III concession,\nthe Hitobo concession and the portion of the Viche Congüime Cuerpo II\nconcession that is to be subdivided and transferred to Tincorp, requires\npost-closing approval from the Ministry of Environment and Energy of Ecuador\n(the \"Ministry\").\n\nThe Company has initiated the process of registering the transfer of the\nTransferred Concessions and, as the Transferred Concessions are in good\nstanding and the patentes (conservation fees) and tasas mineras in respect of\nthem have been paid, the Company does not consider there to be any material\nrisk that the Ministry will not provide its approval of such transfer and that\nsuch registration will not be completed. In the event of a delay in the\nMinistry's approval, Condormining will continue to hold the relevant rights to\nthe Transferred Concessions in trust for the benefit of the Tincorp and will\ngrant easements to Tincorp that would provide to Tincorp access and use rights\nfor the development and operation of the Santa Barbara Project until such time\nas the registration of the transfer is completed.\n\nQualified Person\n\nThis news release has been reviewed and approved by Alex Zhang, director of\nthe Company, who is the designated qualified person for the Company.\n\nAbout Tincorp\n\nTincorp Metals Inc. is a mineral exploration company which holds a 100%\ninterest in the Santa Barbara Gold-Copper Project in the Zamora Copper-Gold\nBelt of southeastern Ecuador. The Santa Barbara Project is a large-scale\nporphyry system which hosts an NI 43-101 mineral resource estimate (SRK\nConsulting, effective March 23, 2026) comprising Indicated resources of 29.8\nmillion tonnes grading 0.73 grams per tonne gold and 0.10% copper containing\n697,000 ounces gold and 68 million pounds copper, and Inferred resources of\n205.7 million tonnes grading 0.52 grams per tonne gold and 0.09% copper\ncontaining 3,418,000 ounces gold and 426 million pounds copper.\n\nOn Behalf of Tincorp Metals Inc.\nsigned \"Victor Feng\"\nVictor Feng, Interim CEO\n\nFor further information, please contact:\n\nVictor Feng\nInterim CEO\nPhone: +1 (604)-336-5919\nEmail: info@tincorp.com\nwww.tincorp.com\n\nNeither the TSX Venture Exchange nor its Regulation Services Provider (as that\nterm is defined in the policies of the TSX Venture Exchange) accepts\nresponsibility for the adequacy or accuracy of this news release.\n\nCautionary Note Regarding Forward-Looking Statements\n\nThis news release contains forward-looking statements and forward-looking\ninformation (collective, \"forward looking statements\") within the meaning of\napplicable Canadian and U.S. securities legislation. All statements, other\nthan statements of historical fact included in this release, including,\nwithout limitation, statements regarding the future consideration payable to\nthe Vendors, the expected benefits of the Acquisition to Tincorp, the mineral\nresource estimates at the Santa Barbara Project, the Ministry's approval of\nthe transfer of the Transferred Concessions and the granting of easements to\nthe Transferred Concessions.\n\nForward-looking statements are often, but not always, identified by words or\nphrases such as \"expects\", \"is expected\", \"anticipates\", \"believes\", \"plans\",\n\"projects\", \"estimates\", \"assumes\", \"intends\", \"strategies\", \"targets\",\n\"goals\", \"forecasts\", \"objectives\", \"budgets\", \"schedules\", \"potential\" or\nvariations thereof or stating that certain actions, events or results \"may\",\n\"could\", \"would\", \"might\" or \"will\" be taken, occur or be achieved, or the\nnegative of any of these terms and similar expressions. Forward-looking\nstatements are based on the opinions, assumptions, factors and estimates of\nmanagement considered reasonable at the date the statements are made. The\nopinions, assumptions, factors and estimates which may prove to be incorrect,\ninclude, but are not limited to: that the Company will be able to obtain and\nmaintain governmental approvals, permits and licenses in connection with the\ntransfer of the Transferred Concessions and its current and planned\noperations, development and exploration activities, including at the Santa\nBarbara Project; and other exploration, development, operating, financial\nmarket and regulatory factors.\n\nForward-looking statements involve known and unknown risks, uncertainties and\nother factors which may cause the actual results, performance or achievements\nof the Company to differ materially from any future results, performance or\nachievements expressed or implied by the forward-looking information.\nForward-looking information is provided herein for the purpose of giving\ninformation about the Acquisition referred and its expected impact. Readers\nare cautioned that such information may not be appropriate for other purposes.\nAlthough the Company has attempted to identify important factors that could\ncause actual actions, events or results to differ from those described in\nforward-looking statements, there may be other factors that cause such\nactions, events or results to differ materially from those anticipated. There\ncan be no assurance that forward-looking statements will prove to be accurate\nand accordingly readers are cautioned not to place undue reliance on\nforward-looking statements.\n\nReaders are cautioned not to place undue reliance on forward-looking\nstatements. The Company undertakes no obligation to update any of the\nforward-looking statements in this news release or incorporated by reference\nherein, except as otherwise required by law.\n\nAdditional information in relation to the Company, including the Company's\nmost recent management discussion & analysis, can be obtained under the\nCompany's profile on SEDAR+ at www.sedarplus.ca and on the Company's website\nat www.tincorp.com.\n\n\nTo view the source version of this press release, please visit\nhttps://www.newsfilecorp.com/release/297440","article_body_html":"","raw_payload":{"data":{"id":"nNFC6ZV5rx","title":"Tincorp Completes Acquisition of the Santa Barbara Gold-Copper Project, Ecuador","author":"Newsfile Corp","ticker":"SVM","created":"2026-05-14T03:02:19.827Z","tickers":["SVM","TIN"],"exchange":"NYSE American","article_body":"Vancouver, British Columbia--(Newsfile Corp. - May 13, 2026) - Tincorp Metals\nInc. (TSXV: TIN) (\"Tincorp\" or the \"Company\") is pleased to announce that,\nfurther to its news release dated February 25, 2026, the Company has completed\nthe acquisition (the \"Acquisition\") of Santa Barbara Metals Inc. (the \"Holding\nCompany\"), a wholly-owned subsidiary of Silvercorp Metals Inc. (TSX: SVM)\n(NYSE American: SVM) (\"Silvercorp\") and its wholly-owned subsidiary, Adventus\nMining Corporation (\"Adventus\", and together with Silvercorp, the \"Vendors\").\nThe Holding Company holds a 100% interest in the Santa Barbara Gold-Copper\nProject (the \"Santa Barbara Project\") located in the Zamora Copper-Gold Belt\nof southeastern Ecuador.\n\nVictor Feng, Interim CEO of Tincorp, commented, \"The closing of this\nacquisition marks the beginning of a new chapter for Tincorp. Santa Barbara is\na large-scale, gold-copper porphyry system with an existing resource and\nsignificant exploration upside in one of the world's most prolific gold-copper\nmetallogeny belts. With our financing in place and technical team mobilized,\nwe are fully focused on unlocking the potential of this asset for our\nshareholders.\"\n\nTransaction Summary\n\nAll conditions precedent to the closing of the Acquisition have been\nsatisfied, including receipt of prior approval of the TSX Venture Exchange\n(\"TSXV\") and the requisite disinterested shareholder approval in accordance\nwith TSXV Policy 5.3 – Acquisitions and Dispositions of Non-Cash Assets,\nand minority approval (as defined in Multilateral Instrument 61-101\n– Protection of Minority Security Holders in Special Transactions (\"MI\n61-101\")) obtained at the Company's annual general and special meeting of\nshareholders held on May 5, 2026 (the \"Meeting\").\n\nIn connection with the closing of the Acquisition, the Company has: (i) paid\nto Silvercorp the first staged cash payment of US$1,500,000; (ii) issued to\nSilvercorp 15,000,000 common shares of the Company (as described below); (iii)\nentered into a net smelter return royalty agreement with Silvercorp providing\nfor a 1.5% NSR royalty on the Santa Barbara Project, of which the Company has\nthe right to repurchase two-thirds (being 1.0% of the total 1.5%) for\nUS$10,000,000 (the \"NSR Royalty\"); and (iv) entered into security agreements\nwith Silvercorp pursuant to which, as security for the deferred purchase price\npayments and the NSR Royalty, the Company has granted to Silvercorp a pledge\nover the shares of the Holding Company and a security interest over the mining\nconcessions comprising the Santa Barbara Project.\n\nPursuant to the Agreement, the consideration payable to the Vendors for the\nAcquisition consists of:\n1. US$13,500,000 in staged cash payments, consisting of: US$1,500,000 payable\non closing; US$2,500,000 on the first anniversary of closing; US$4,000,000 on\nthe second anniversary of closing; and US$5,500,000 on the third anniversary\nof closing (or, at Silvercorp's election, shares of Tincorp with any share\nissuance subject to a minimum price of C$0.40 per common share and a maximum\nissuance of 18,848,500 shares and TSXV approval at the time of issuance);\n2. 15,000,000 common shares of the Company at a deemed price of C$0.40 per\nshare, representing aggregate consideration of C$6,000,000 upon closing;\n3. the aggregate maximum number of common shares issuable under sections (i)\nand (ii) is 33,848,500, and any shortfall in the share consideration being\npayable in cash. For greater clarity, following the issuance of 15,000,000\ncommon shares upon closing, the Company may only issue up to 18,848,500 shares\nfor the third anniversary payment; and\n4. the NSR Royalty, as described above.\nConcurrent Subscription Receipts Financing\n\nIn connection with the closing of the Acquisition, the Escrow Release\nConditions (as defined in the Company's news release dated February 25, 2026)\napplicable to the Company's previously announced offering (the \"Offering\") of\nan aggregate of 43,750,000 subscription receipts (each, a \"Subscription\nReceipt\") have been satisfied. The aggregate gross proceeds of C$17,500,000\nraised pursuant to the Offering have been released from escrow by Endeavor\nTrust Company, the subscription receipt agent, and the Subscription Receipts\nautomatically converted into an aggregate of 43,750,000 common shares of the\nCompany (each, a \"Common Share\") and an aggregate of 21,875,000 Common Share\npurchase warrants (each, a \"Warrant\"). Each Warrant is exercisable to acquire\none Common Share (each, a \"Warrant Share\") at a price of C$0.65 for a period\nof 24 months from the closing date of the Offering.\n\nConcurrently, Raymond James Ltd., as lead agent and sole bookrunner, and ATB\nCormark Capital Markets (together, the \"Agents\") have received the remaining\n50% (C$345,000) of their aggregate cash commission of C$690,000 from the\nescrowed proceeds, for a total cash commission equal to 6% of the gross\nproceeds from the sale of an aggregate of 28,750,000 Subscription Receipts,\nfor gross proceeds of C$11,500,000, comprising the brokered component of the\nOffering, together with reimbursement of certain expenses. Of the remaining\ncash commission, C$207,000 was paid to Raymond James Ltd. and C$138,000 was\npaid to ATB Cormark Capital Markets. The Company has also issued to the Agents\nan aggregate of 1,725,000 non-transferable compensation warrants, each\nexercisable to acquire one Common Share (each, a \"Compensation Warrant Share\")\nat a price of C$0.40 for a period of 24 months from the date of conversion of\nthe Subscription Receipts. The remaining 50% ($105,900) of finder's fees\npayable to eligible finders in connection with the sale of an aggregate of\n15,000,000 Subscription Receipts, for gross proceeds of C$6,000,000,\ncomprising the non-brokered component of the Offering for total finder's fees\nof C$211,800 has been released from escrow to three finders: Haywood\nSecurities Inc., Leede Financial Inc., and Valpal Management Consultancy –\nFZCO.\n\nThe Common Shares, the Warrant Shares and the Compensation Warrant Shares are\nsubject to a hold period ending on the date that is four months and one day\nfollowing the closing date of the Offering pursuant to National Instrument\n45-102 – Resale of Securities.\n\nRelated Party Disclosure\n\nThe Acquisition and the Offering each constitutes a \"related-party\ntransaction\" within the meaning of TSXV Policy 5.9 – Protection of Minority\nSecurity Holders in Special Transactions and MI 61-101 as a result of\nSilvercorp's status as a controlling shareholder of the Company and the\nrepresentation of certain officers and directors of Silvercorp on the Board of\nDirectors of the Company. The Offering is a related party transaction as it is\na \"connected transaction\" (as defined in MI 61-101) with respect to the\nAcquisition and due to insider participation. Insiders of the Company\nsubscribed for a total of 10,175,000 Subscription Receipts under the Offering,\nfor aggregate gross proceeds of C$4,070,000.\n\nThe Company obtained disinterested shareholder approval and minority approval\nof the Acquisition and the Offering at the Meeting. For the purposes of\nobtaining disinterested shareholder approval and minority approval in\naccordance with TSXV Policy 5.3 – Acquisitions and Dispositions of Non-Cash\nAssets and MI 61-101, respectively, the votes attached to an aggregate of\n30,998,212 Common Shares, representing approximately 43.53% of the total\nissued and outstanding Common Shares as of the record date of the Meeting,\nwere excluded from the resolutions approving the Acquisition and the Offering.\nDr. Rui Feng, director of the Company at the time of the Meeting, recused\nhimself from all Board deliberations and resolutions in respect of the\nAcquisition on the basis that he is a director and the Chief Executive Officer\nand Chairman of Silvercorp. The Company relied on the exemption from the\nformal valuation requirements of MI 61-101 provided under section 5.5(b) of MI\n61-101 on the basis that no securities of the Company are listed or quoted on\nspecified exchanges.\n\nPost-Closing Matters\n\nCorporación FJTX Exploration S.A. (\"FJTX\"), the Ecuadorian operating\nsubsidiary acquired by Tincorp through the Acquisition, already holds title to\nthe majority of the mining concessions comprising the Santa Barbara Project.\nThe registration of the transfer from Condormining Corporation S.A.S\n(\"Condormining\"), a wholly-owned subsidiary of Silvercorp, to FJTX of the\nremaining concessions comprising the Santa Barbara Project (collectively, the\n\"Transferred Concessions\"), being the Viche Congüime Cuerpo III concession,\nthe Hitobo concession and the portion of the Viche Congüime Cuerpo II\nconcession that is to be subdivided and transferred to Tincorp, requires\npost-closing approval from the Ministry of Environment and Energy of Ecuador\n(the \"Ministry\").\n\nThe Company has initiated the process of registering the transfer of the\nTransferred Concessions and, as the Transferred Concessions are in good\nstanding and the patentes (conservation fees) and tasas mineras in respect of\nthem have been paid, the Company does not consider there to be any material\nrisk that the Ministry will not provide its approval of such transfer and that\nsuch registration will not be completed. In the event of a delay in the\nMinistry's approval, Condormining will continue to hold the relevant rights to\nthe Transferred Concessions in trust for the benefit of the Tincorp and will\ngrant easements to Tincorp that would provide to Tincorp access and use rights\nfor the development and operation of the Santa Barbara Project until such time\nas the registration of the transfer is completed.\n\nQualified Person\n\nThis news release has been reviewed and approved by Alex Zhang, director of\nthe Company, who is the designated qualified person for the Company.\n\nAbout Tincorp\n\nTincorp Metals Inc. is a mineral exploration company which holds a 100%\ninterest in the Santa Barbara Gold-Copper Project in the Zamora Copper-Gold\nBelt of southeastern Ecuador. The Santa Barbara Project is a large-scale\nporphyry system which hosts an NI 43-101 mineral resource estimate (SRK\nConsulting, effective March 23, 2026) comprising Indicated resources of 29.8\nmillion tonnes grading 0.73 grams per tonne gold and 0.10% copper containing\n697,000 ounces gold and 68 million pounds copper, and Inferred resources of\n205.7 million tonnes grading 0.52 grams per tonne gold and 0.09% copper\ncontaining 3,418,000 ounces gold and 426 million pounds copper.\n\nOn Behalf of Tincorp Metals Inc.\nsigned \"Victor Feng\"\nVictor Feng, Interim CEO\n\nFor further information, please contact:\n\nVictor Feng\nInterim CEO\nPhone: +1 (604)-336-5919\nEmail: info@tincorp.com\nwww.tincorp.com\n\nNeither the TSX Venture Exchange nor its Regulation Services Provider (as that\nterm is defined in the policies of the TSX Venture Exchange) accepts\nresponsibility for the adequacy or accuracy of this news release.\n\nCautionary Note Regarding Forward-Looking Statements\n\nThis news release contains forward-looking statements and forward-looking\ninformation (collective, \"forward looking statements\") within the meaning of\napplicable Canadian and U.S. securities legislation. All statements, other\nthan statements of historical fact included in this release, including,\nwithout limitation, statements regarding the future consideration payable to\nthe Vendors, the expected benefits of the Acquisition to Tincorp, the mineral\nresource estimates at the Santa Barbara Project, the Ministry's approval of\nthe transfer of the Transferred Concessions and the granting of easements to\nthe Transferred Concessions.\n\nForward-looking statements are often, but not always, identified by words or\nphrases such as \"expects\", \"is expected\", \"anticipates\", \"believes\", \"plans\",\n\"projects\", \"estimates\", \"assumes\", \"intends\", \"strategies\", \"targets\",\n\"goals\", \"forecasts\", \"objectives\", \"budgets\", \"schedules\", \"potential\" or\nvariations thereof or stating that certain actions, events or results \"may\",\n\"could\", \"would\", \"might\" or \"will\" be taken, occur or be achieved, or the\nnegative of any of these terms and similar expressions. Forward-looking\nstatements are based on the opinions, assumptions, factors and estimates of\nmanagement considered reasonable at the date the statements are made. The\nopinions, assumptions, factors and estimates which may prove to be incorrect,\ninclude, but are not limited to: that the Company will be able to obtain and\nmaintain governmental approvals, permits and licenses in connection with the\ntransfer of the Transferred Concessions and its current and planned\noperations, development and exploration activities, including at the Santa\nBarbara Project; and other exploration, development, operating, financial\nmarket and regulatory factors.\n\nForward-looking statements involve known and unknown risks, uncertainties and\nother factors which may cause the actual results, performance or achievements\nof the Company to differ materially from any future results, performance or\nachievements expressed or implied by the forward-looking information.\nForward-looking information is provided herein for the purpose of giving\ninformation about the Acquisition referred and its expected impact. Readers\nare cautioned that such information may not be appropriate for other purposes.\nAlthough the Company has attempted to identify important factors that could\ncause actual actions, events or results to differ from those described in\nforward-looking statements, there may be other factors that cause such\nactions, events or results to differ materially from those anticipated. There\ncan be no assurance that forward-looking statements will prove to be accurate\nand accordingly readers are cautioned not to place undue reliance on\nforward-looking statements.\n\nReaders are cautioned not to place undue reliance on forward-looking\nstatements. The Company undertakes no obligation to update any of the\nforward-looking statements in this news release or incorporated by reference\nherein, except as otherwise required by law.\n\nAdditional information in relation to the Company, including the Company's\nmost recent management discussion & analysis, can be obtained under the\nCompany's profile on SEDAR+ at www.sedarplus.ca and on the Company's website\nat www.tincorp.com.\n\n\nTo view the source version of this press release, please visit\nhttps://www.newsfilecorp.com/release/297440"},"type":"article","timestamp":"2026-05-14T03:02:19.889406478Z","server_sent_at_ms":1778727739889},"received_at":"2026-05-14T03:02:20.045Z","source_url":"https://www.newsfilecorp.com/release/297440"},"analysis":{"id":"24296","press_release_id":"34331","analysis_json":{"industry":{"label":"Metals & Mining","sector":"Materials"},"redFlags":[],"eventType":"m_and_a","narrative":"Tincorp Metals Inc. has completed the acquisition of the Santa Barbara Gold-Copper Project in Ecuador, a large-scale porphyry system with significant exploration potential.\n\nThe company paid US$1.5 million in cash and issued 15 million common shares to Silvercorp upon closing, with additional staged payments and a 1.5% NSR royalty to be paid over the next three years.\n\nConcurrently, Tincorp raised C$17.5 million through a subscription receipts financing, which has been released from escrow and converted into common shares and warrants.\n\nThe acquisition is expected to provide Tincorp with a strong resource base and exploration upside, while the financing ensures the company has the necessary capital to develop the project.","sentiment":"bullish","agentHooks":{"shouldPost":true,"suggestedAngle":"Tincorp completes strategic acquisition of Santa Barbara Project with concurrent financing to unlock exploration potential."},"keyFigures":{"dealValueUsd":13500000,"offeringPrice":0.4,"sharesOffered":15000000,"customDimensions":{"gmv":697000,"copper":68000000,"finders_fees":211800,"inferred_gold":3418000,"warrant_price":0.65,"gross_proceeds":17500000,"inferred_copper":426000000,"warrants_issued":21875000,"agents_commission":690000,"insider_participation":4070000,"compensation_warrants_issued":1725000}},"quotedText":"The closing of this acquisition marks the beginning of a new chapter for Tincorp. Santa Barbara is a large-scale, gold-copper porphyry system with an existing resource and significant exploration upside in one of the world's most prolific gold-copper metallogeny belts.","namedEntities":{"people":[{"name":"Victor Feng","role":"Interim CEO"},{"name":"Dr. Rui Feng","role":"Director"},{"name":"Alex Zhang","role":"Director"}],"products":["Santa Barbara Gold-Copper Project"],"companies":[{"name":"Tincorp Metals Inc.","ticker":"TIN","relationship":"acquirer"},{"name":"Silvercorp Metals Inc.","ticker":"SVM","relationship":"target"},{"name":"Adventus Mining Corporation","relationship":"target"},{"name":"Corporación FJTX Exploration S.A.","relationship":"subsidiary"},{"name":"Condormining Corporation S.A.S","relationship":"subsidiary"},{"name":"Endeavor Trust Company","relationship":"subscription receipt agent"},{"name":"Raymond James Ltd.","relationship":"lead agent"},{"name":"ATB Cormark Capital Markets","relationship":"bookrunner"},{"name":"Haywood Securities Inc.","relationship":"finder"},{"name":"Leede Financial Inc.","relationship":"finder"},{"name":"Valpal Management Consultancy – FZCO","relationship":"finder"}],"dollarAmounts":[{"amount":"US$1,500,000","context":"first staged cash payment to Silvercorp"},{"amount":"US$10,000,000","context":"repurchase price for two-thirds of the NSR Royalty"},{"amount":"C$17,500,000","context":"gross proceeds from the Offering"},{"amount":"C$690,000","context":"total cash commission to the Agents"},{"amount":"C$4,070,000","context":"insider participation in the Offering"},{"amount":"C$211,800","context":"total finder's fees"},{"amount":"C$345,000","context":"remaining 50% of the Agents' cash commission"},{"amount":"C$207,000","context":"cash commission to Raymond James Ltd."},{"amount":"C$138,000","context":"cash commission to ATB Cormark Capital Markets"},{"amount":"C$105,900","context":"remaining 50% of finder's fees"},{"amount":"C$0.40","context":"deemed price of Tincorp shares issued to Silvercorp"},{"amount":"C$0.65","context":"price of Warrant Shares"}]},"materialImpact":{"score":4,"reasoning":"Tincorp has completed a significant acquisition of the Santa Barbara Gold-Copper Project, which includes a large resource base and exploration potential. The concurrent financing of C$17.5 million provides the necessary capital to develop the project."},"tickerRelevance":{"others":[{"ticker":"TIN","relevance":"acquirer"}],"primary":"SVM"},"globalImportance":35,"audienceRelevance":45,"eventTypeSecondary":["offering"],"importanceComponents":{"tickerTier":"mid-cap","eventGravity":"M&A with significant resource base","sectorWeight":"Metals & Mining","issuerAuthored":true}},"event_type":"m_and_a","event_type_secondary":["offering"],"sentiment":"bullish","material_impact_score":4,"narrative":"Tincorp Metals Inc. has completed the acquisition of the Santa Barbara Gold-Copper Project in Ecuador, a large-scale porphyry system with significant exploration potential.\n\nThe company paid US$1.5 million in cash and issued 15 million common shares to Silvercorp upon closing, with additional staged payments and a 1.5% NSR royalty to be paid over the next three years.\n\nConcurrently, Tincorp raised C$17.5 million through a subscription receipts financing, which has been released from escrow and converted into common shares and warrants.\n\nThe acquisition is expected to provide Tincorp with a strong resource base and exploration upside, while the financing ensures the company has the necessary capital to develop the project.","key_figures":{"dealValueUsd":13500000,"offeringPrice":0.4,"sharesOffered":15000000,"customDimensions":{"gmv":697000,"copper":68000000,"finders_fees":211800,"inferred_gold":3418000,"warrant_price":0.65,"gross_proceeds":17500000,"inferred_copper":426000000,"warrants_issued":21875000,"agents_commission":690000,"insider_participation":4070000,"compensation_warrants_issued":1725000}},"named_entities":{"people":[{"name":"Victor Feng","role":"Interim CEO"},{"name":"Dr. Rui Feng","role":"Director"},{"name":"Alex Zhang","role":"Director"}],"products":["Santa Barbara Gold-Copper Project"],"companies":[{"name":"Tincorp Metals Inc.","ticker":"TIN","relationship":"acquirer"},{"name":"Silvercorp Metals Inc.","ticker":"SVM","relationship":"target"},{"name":"Adventus Mining Corporation","relationship":"target"},{"name":"Corporación FJTX Exploration S.A.","relationship":"subsidiary"},{"name":"Condormining Corporation S.A.S","relationship":"subsidiary"},{"name":"Endeavor Trust Company","relationship":"subscription receipt agent"},{"name":"Raymond James Ltd.","relationship":"lead agent"},{"name":"ATB Cormark Capital Markets","relationship":"bookrunner"},{"name":"Haywood Securities Inc.","relationship":"finder"},{"name":"Leede Financial Inc.","relationship":"finder"},{"name":"Valpal Management Consultancy – FZCO","relationship":"finder"}],"dollarAmounts":[{"amount":"US$1,500,000","context":"first staged cash payment to Silvercorp"},{"amount":"US$10,000,000","context":"repurchase price for two-thirds of the NSR Royalty"},{"amount":"C$17,500,000","context":"gross proceeds from the Offering"},{"amount":"C$690,000","context":"total cash commission to the Agents"},{"amount":"C$4,070,000","context":"insider participation in the Offering"},{"amount":"C$211,800","context":"total finder's fees"},{"amount":"C$345,000","context":"remaining 50% of the Agents' cash commission"},{"amount":"C$207,000","context":"cash commission to Raymond James Ltd."},{"amount":"C$138,000","context":"cash commission to ATB Cormark Capital Markets"},{"amount":"C$105,900","context":"remaining 50% of finder's fees"},{"amount":"C$0.40","context":"deemed price of Tincorp shares issued to Silvercorp"},{"amount":"C$0.65","context":"price of Warrant Shares"}]},"model_name":"Qwen/Qwen2.5-72B-Instruct-AWQ","prompt_hash":"sha256:727b4b9429a443af","schema_hash":"sha256:05005c02d9cffac9","created_at":"2026-05-14T03:04:00.532Z","global_importance":35,"audience_relevance":45,"importance_components":{"tickerTier":"mid-cap","eventGravity":"M&A with significant resource base","sectorWeight":"Metals & Mining","issuerAuthored":true}},"durationMs":100414,"modelName":"george-droid-qwen-72b"}}