Timberline Resources Corporation (OTCMKTS:TLRS) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02
Unregistered Sales of Equity Securities
On March 28, 2017, Timberline Resources Corporation (Timberline
or the Company) closed the sale of the second tranche of a
private placement offering of Units of the Company at a price of
US$0.25 per Unit. Each Unit consists of one share of common stock
of the Company and one common share purchase warrant (each a
Warrant), with each Warrant exercisable to acquire an additional
share of common stock of the Company at a price of US$0.40 per
share until January 31, 2020.
In the second tranche of the Offering that closed on March 28,
2017, accredited investors subscribed for 4,210,000 Units on a
private placement basis at a price of US$0.25 per unit for total
proceeds of US$1,052,500. As a result, 4,210,000 shares of common
stock of the Company and 4,210,000 Warrants were issued, and
4,210,000 shares of common stock were reserved for issuance to
Warrant exercises. The Offering is currently anticipated to total
7 million Units for a total of US$1,750,000, and is expected to
close no later than April 28, 2017, subject to the satisfaction
of certain regulatory requirements.
The Units were offered and sold solely to persons who qualify as
accredited investors as defined in Rule 501(a) of Regulation D
promulgated by the SEC under the Securities Act of 1933, as
amended (the Securities Act) to Rule 506(c) under the Securities
Act based on documentation and representations provided by the
investors to the Company reasonably confirming their status as
accredited investors.
SECTION 7 REGULATION FD
Item 7.01 Regulation FD Disclosure.
On March 29, 2017, the Company issued a press release entitled
Timberline Resources Closes Second Tranche of Private Placement
Financing to Facilitate Talapoosa Option Payment. A copy of the
press release is attached as Exhibit 99.1 and is incorporated
herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the
information set forth herein and in the press release attached
hereto is deemed to be furnished and shall not be deemed to be
filed for purposes of the Securities Exchange Act of 1934, as
amended. The information set forth in Item 7.01 of this Current
Report on Form 8-K shall not be deemed an admission as to the
materiality of any information in this Current Report on Form 8-K
that is required to be disclosed solely to satisfy the
requirements of Regulation FD.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit No.
Description
99.1
Press Release of Timberline Resources Corporation dated March
29, 2017.*
*The foregoing exhibit relating to Item 7.01 is intended to be
furnished to, not filed with, the SEC to Regulation FD.
.
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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TIMBERLINE RESOURCES CORPORATION |
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Date: March 29, 2017 |
By: |
/s/ Randal L. Hardy |
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Randal L. Hardy Chief Financial Officer |
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EXHIBIT INDEX
Exhibit No.
Description
99.1
Press Release of Timberline Resources Corporation dated March
29, 2017.*
*The foregoing exhibit relating to Item 7.01 is intended to be
furnished to, not filed with, the SEC
About Timberline Resources Corporation (OTCMKTS:TLRS)
Timberline Resources Corporation is an exploration-stage company. The Company is engaged in mineral exploration business. The Company holds interests in mineral prospects for exploration in Nevada and Montana mainly for target commodities of gold and silver. The Company’s property, Eureka (Battle Mountain/Eureka Trend), has an area of approximately 16,000 acres. The Eureka property is located in the southern part of the Eureka mining district of Eureka County, Nevada. Its ICBM Joint Venture Project (Timberline/Barrick) is located in the Battle Mountain Mining District, Lander County, Nevada. Seven Troughs is an epithermal gold district. The Company’s properties comprise approximately five epithermal gold targets, of which over four are in western and northern Nevada and approximately one is in northeast California; over three Carlin-type gold prospects within the Battle Mountain-Eureka and Carlin gold trends in Nevada; and approximately one gold-bearing skarn in central Nevada. Timberline Resources Corporation (OTCMKTS:TLRS) Recent Trading Information
Timberline Resources Corporation (OTCMKTS:TLRS) closed its last trading session up +0.035 at 0.375 with shares trading hands.
