International Tower Hill Negotiates $7,000,000 Brokered Private Placement
|July 6, 2006
FOR IMMEDIATE RELEASE... Vancouver, British Columbia... International Tower Hill Mines Inc. (the "Company" or "ITH") - (TSX Venture Exchange: ITH, OTCBB: ITHMF), is pleased to announce that it has arranged a brokered private placement, on a commercially reasonable efforts basis, of up to 5,600,000 units (the "Units") at a price of $1.25 per Unit to raise total gross proceeds of up to $7,000,000 (the "Offering"). Each Unit will consist of one common share of the Company ("Share") and one-half of a transferable common share purchase warrant. Each full warrant (the "Warrant") will be exercisable to acquire one additional Share for a period of 24 months from closing at an exercise price of $1.50.
Pacific International Securities Inc. ("Agent") will act as agent for the Offering, and will receive a commission of 7% of the gross proceeds of the Offering, payable in Units. In addition, the Agent will receive compensation options equal to 10% of the aggregate number of Units sold under the Offering. Each compensation option will entitle the Agent to purchase one Share at a price of $1.30 (the "Compensation Option") for a period of eighteen months following the closing of the Offering.
The Company will also pay the Agent a corporate finance fee of $15,000 and the Agent's costs and expenses of the Offering.
All securities issued in the Offering will have a hold period in Canada of four months from the closing of the Offering.
The gross proceeds of the Offering are intended to be used to fund the planned exploration programs on the Company's Alaska properties to be acquired/optioned from AngloGold Ashanti (U.S.A.) Explorations Inc. (see press release of June 14, 2006), and completion of the Offering is subject to the prior or concurrent closing of the transactions with AngloGold. The Offering is also subject to completion of satisfactory due diligence by the Agent with respect to the Company, completion and execution of appropriate documentation, acceptance for filing by the TSX Venture Exchange of the Offering on behalf of the Company and receipt of any required regulatory approvals.
This press release does not constitute an offer to sell, or a solicitation of an offer to buy, any of the foregoing securities in the United States. None of the foregoing securities have been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
ON BEHALF OF THE BOARD OF DIRECTORS
(signed) "Anton Drescher"
Mr. Anton J. Drescher,
President and Director
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this Press Release, which has been prepared by management.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 27E of the Exchange Act. Such statements include, without limitation, statements regarding future anticipated property acquisitions, exploration program results, the discovery and delineation of mineral deposits/resources/reserves, business and financing plans, potential mining scenarios, the success of mineral processing procedures, business trends and future operating costs and revenues. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. The Company cautions investors that any forward-looking statements by the Company are not guarantees of future results or performance, and that actual results may differ materially from those in forward looking statements as a result of various factors, including, but not limited to, variations in the nature, quality and quantity of any mineral deposits that may be located, the Company's ability to obtain any necessary permits, consents or authorizations required for its activities, the Company's ability to produce minerals from its properties successfully or profitably, to continue its projected growth, to raise the necessary capital or to be fully able to implement its business strategies. The reader is referred to the Company's public disclosure filings, which may be accessed via www.sedar.com and www.sec.gov, for a more complete discussion of such risk factors and their potential effects. Readers are urged to review these materials, including the technical reports filed with respect to the Company's mineral properties. This press release is not, and is not to be construed in any way as, an offer to buy or sell securities in the United States.