Tribeca Resources Announces AGM Results and New Director

(TheNewswire)

Vancouver, BC - TheNewswire - 15 December, 2023 - Tribeca Resources Corporation (TSXV:TRBC) (OTC:TRRCF) (“Tribeca Resources”; the “Company”) is pleased to announce the voting results from its Annual and Special Meeting of shareholders (the "Meeting") held on December 12, 2023. Shareholders holding 33,169,550 shares or 53.29% of the outstanding shares of the Company were represented in person or by proxy at the Meeting and voted in favour of all matters brought before the Meeting.

The Company’s shareholders set the number of directors of the Company for the ensuing year at five. All director nominees set out in the Management Information Circular dated November 6, 2023 (the "Circular"), were elected as directors, to serve until the next meeting of shareholders of the Company or until their successors are elected or appointed.

The company is pleased to welcome Derrick Weyrauch as a director of the Company, effective December 12, 2023

Mr. Weyrauch is a CPA CA and an experienced mining executive and corporate director. His experience includes finance, M&A, risk management, corporate restructuring and turnarounds. He currently holds, and has previously held, directorships and executive management roles with a number of public companies spanning exploration, development and operating mining companies.

Mr. Weyrauch is currently the CEO & Director of Palladium One Mining Inc. and is a non-executive director of Nortec Minerals Corp.

Tribeca CEO, Dr. Paul Gow commented:

“We are happy to welcome Derrick Weyrauch to the Board of Directors. Mr Weyrauchhas extensive experience in the mining industry, including in Latin America. His experience building companies, serving as a director of multiple companies at different stages and attracting project funding from producers and private equity firms, will be a real asset to Tribeca Resources.”

Mr. Weyrauch is a co-founder and former director of Magna Mining Corp. and is a former corporate director of a number of companies including Cabral Gold Inc, Eco Oro Minerals Corp., Jaguar Mining Inc. and Banro Corp. He is also former CFO of Jaguar Mining Inc. and Andina Minerals Inc. Mr. Weyrauch obtained his CPA CA designation with KPMG LLP and is a member of CPA Canada and the Institute of Corporate Directors. He holds an Honours B.A. in Economics from York University.

The Company also announces that its board of directors has approved the grant of 125,000 incentive stock options to its newly elected board member Mr. Weyrauch pursuant to the Company's Stock Option Plan. These stock options will vest in equal one third portions 12 months, 24 months and 36 months after the date of initial grant and be exercisable to purchase one common share in the capital of the Company for a period of five (5) years from the date of grant, at a price of $0.26 per share, expiring on December 12, 2028. The stock options are non-transferable, the grant is subject to acceptance by the TSX Venture Exchange.

Lisa Riley and Tara Gilfillan did not stand for election. The Company wishes to thank each of them for their contributions as board members.

The Company’s shareholders appointed D&H Group LLP as auditor of the Company for the ensuing year.

The Company’s shareholders also approved the Company’s rolling 10% equity incentive plan (the "Incentive Plan"). Pursuant to the Incentive Plan, the Company is entitled to grant stock options, restricted share units ("RSUs"), performance share units ("PSUs") or deferred share units ("DSUs") to eligible persons under the Incentive Plan, with the number of common shares issuable thereunder, together with the number of common shares issuable under any other security-based compensation arrangements of the Company, not to exceed 10% of the total number of common shares outstanding from time to time. Subject to the terms of the applicable grants and the Incentive Plan, the Company may, at its discretion, settle RSUs, PSUs or DSUs granted under the Incentive Plan in either cash or equity.

Under the policies of the TSX Venture Exchange, the rolling plans must be approved on an annual basis by an ordinary resolution of the shareholders entitled to vote at such meeting.

About Tribeca Resources

Tribeca Resources is a copper exploration company focused on discovering and developing assets in the Coastal IOCG Belt of northern Chile. The Company’s management team, whose members are significant shareholders of the Company, has world-leading expertise and a discovery history with iron oxide copper-gold deposits in the world’s great IOCG Belts of the Carajás district in Brazil and the Gawler and Cloncurry provinces of Australia.

Tribeca Resources’ objective is to provide the mineral resources for the next generation of copper mines in Chile. It is focused on building a portfolio of projects, with emphasis on mid to advanced-stage copper exploration and resource development projects. To this end, mineral targets are regularly assessed in pursuit of acquisition, strategic exploration and significant discovery.

Tribeca’s flagship property is the La Higuera IOCG project that comprises 4,147 hectares of granted mining and exploration licences and is located towards the southern end of the Chilean Coastal IOCG Belt in the Coquimbo Region of northern Chile. The 822 hectare Gaby concession area is held under a purchase option (5% Exploration Levy on expenditure incurred during the option period; a US$200,000 payment due in March 2024 and a US$1.8 million final payment due March 2025; with a 1% NSR Royalty granted to the owner), with the remainder of the concessions being outright owned (100%) by Tribeca Resources. Further information about the project can be found in the NI 43-101 Technical Report lodged by Tribeca on SEDAR on 24 October 2022.

On behalf of Tribeca Resources Corporation

Cautionary Note

Neither the TSX Venture Exchange Inc. nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange Inc.) accepts responsibility for the adequacy or accuracy of this press release.

This press release does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities referred to herein have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or with any securities regulatory authority of any state or other jurisdiction in the United States, and may not be offered or sold, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. persons, as such term is defined in Regulation S under the Securities Act (“Regulation S”), except pursuant to an exemption from or in a transaction not subject to the registration requirements of the Securities Act.

Forward Looking Information

This press release contains forward-looking statements and information that are based on the beliefs of management and reflect the Company's current expectations. When used in this press release, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information. The forward-looking statements and information in this press release include information relating to anticipated business plans or strategies, including exploration projects, regulatory approvals and exercise of the Purchase Option.

Such statements and information reflect the current view of the Company. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others: the ability of the Company to obtain approval from the TSX Venture Exchange, the ability of the Company to make the Exploration Levy Payments as well as all other payments which are a condition precedent to exercising the Purchase Option and the risk that new laws or regulations could adversely affect the business and results of operations of the Company and anticipated work on the Company’s projects.

There are several important factors that could cause the Company’s actual results to differ materially from those indicated or implied by forward-looking statements and information. Such factors include, among others: reliance on key management; changes in the credit or security markets; results of operation activities; unanticipated costs and expenses; fluctuations in commodity prices; and general market and industry conditions. The Company cautions that the foregoing list of material factors is not exhaustive. When relying on the Company's forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events.

The Company has assumed that the material factors referred to in the previous paragraph will not cause such forward-looking statements and information to differ materially from actual results or events. The forward-looking information contained in this press release represents the expectations of the Company as of the date of this press release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward looking information and should not rely upon this information as of any other date. While the Company may elect to, it does not undertake to update this information at any particular time except as required in accordance with applicable laws.

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