Bunker Hill Mining Co. announces increases in investments

| August 10, 2018 1:12 PM

TORONTO, CANADA — Bunker Hill Mining Corporation (the “Company” or “Bunker”) (CSE:BNKR) is pleased to announce that two key investors in the Company have agreed to (separately) increase their investments, for gross proceeds of CAD$1,379,304. Firstly, the investment by an arm’s length investor (Hummingbird Resources PLC (“Hummingbird”) announced June 19, 2018 will increase from USD$1,500,000 (“Initial Amount”) to USD $2,000,000 (“Principal Amount”) by an investment of USD $500,000 (“Additional Amount”).

The Company and Hummingbird have entered into an amended and restated convertible loan agreement evidencing the increase in the Principal Amount, in addition to a deed of warrant whereby the Company will grant Hummingbird 1,167,143 share purchase warrants, entitling it to acquire 1,167,143 common shares of Bunker at a price of CAD$0.45 per share, expiring 24 months from the date of issuance. Completion of the increased investment by Hummingbird is conditional upon completion of the increased investment by Gemstone 102 Ltd. set out below.

Additionally, the Company will complete a private placement offering of 1,604,076 Units with Gemstone 102 Ltd. (“Gemstone”), an insider of the Company by virtue of its percentage holdings, for gross proceeds of CAD$721,834. Each Unit is comprised of one common share, issuable at CAD$0.45 per share, and one warrant, entitling Gemstone to acquire 1,604,076 common shares of the Company at a price of CAD$0.45 per share, expiring 36 months from the date of issuance.

The terms of the amended and restated convertible loan agreement with Hummingbird are substantially the same as those of the convertible loan agreement summarized in the Company’s news release dated June 19, 2018, except: (A) the Principal Amount is USD $2,000,000 (as disclosed herein); (B) the Additional Amount of USD $500,000 and interest thereon (that is the subject of this news release) is convertible at a price of CAD$0.45 per share; (C) a provision requiring the Company to pay cash to Hummingbird in lieu of the issuance of a number of common shares exercisable under the loan and warrant agreements where consents and approvals for the issuance of common shares cannot be obtained. The cash payment shall be equal to the number of common shares which may not be issued, multiplied by the higher of the conversion price (Can$0.45 in the case of the Additional Amount or Can$0.85 in the case of the Initial Amount ) and the closing price of the common shares on the date that Hummingbird serves a conversion notice on the Company; (D) a provision requiring the Company to pay cash to Hummingbird in lieu of the issuance of a number of common shares exercisable under

The loan and warrant agreements where such issuance will result in it holding more than 9.999% of the Company’s issued common shares, will no longer apply in instances where Hummingbird acquires any interest in common shares in the Company pursuant to (i) accepting a general take-over offer for the entire issued share capital of the Company; (ii) accepting a tender offer or partial offer where the offerer may come to hold 30% or more of the Company’s outstanding shares (iii) accepting a general offer for the share capital of the Company pursuant to a scheme of arrangement, a plan of arrangement or any merger or amalgamation; (iv) executing an irrevocable commitment, deed or undertaking to accept an offer referred to in (i) to (iii) above; (v) pursuant to an issuer bid by the Company; and (E) in the event that Hummingbird holds more than 10% of the issued and outstanding shares of the Company subsequent to the exercise of any of its convertible securities held under the placement, it shall have the right to appoint one director to the board of Bunker, and where it holds in excess of 5%, it shall be entitled to appoint and remove an observer to attend all board meetings.

All other provisions remain substantially unamended.

The proceeds of the two financings, once closed, shall be used for payments to the property owner, the United States Environmental Protection Agency and for general working capital.

Completion of the transactions set out in this news release are subject to the approval of the Canadian Securities Exchange.