Excelsior Mining Corp (EXMGF)

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Excelsior Mining Closes US$9.4M Equity Placement with Greenstone Resources and Confirms Stock Option Exercise Program
Phoenix, Arizona--(Newsfile Corp. - December 6, 2018) - Excelsior Mining Corp. (TSX: MIN) (FSE: 3XS) (OTCQX: EXMGF) ("Excelsior" or the "Company") is pleased to announce the closing of a US$9.4 million equity placement with affiliates of Greenstone Resources L.P. pursuant to the terms of a previously announced subscription agreement (see Excelsior news release dated November 21, 2018 - Greenstone Resources Confirms US$9.4 Million Equity Placement). Excelsior has issued to Greenstone an aggregate of 13,050,840 Excelsior common shares at an aggregate subscription price of US$9.443 million, or equal to approximately C$0.95 per share at current exchange rates (the "Greenstone Financing"). Greenstone now holds a total of 113,928,937 Common Shares, which represents approximately 48.56% of Excelsior's issued and outstanding Common Shares. The common shares issued to Greenstone in the Greenstone Financing are subject to a statutory four-month plus one-day hold period expiring on April 6, 2019.

Stock Option Exercise Program

The Company also confirms that it has implemented a stock option exercise program (the "Program") for the block of stock options that expire as of December 31, 2018. These stock options were originally issued from 2010 to 2012 and have been held by optionholders for 6-8 years. The intention of the Program was to minimize any impact on the Company's share price by avoiding the sale of a large block of shares all at once or over a short time period. The Program was also set-up to minimize dilution resulting from the exercise of stock options. The Program involved two steps. Firstly, optionholders completed a "net exercise" whereby optionholders receive a net amount of shares by reducing the amount they would otherwise be issued to cover the exercise price. The second step was the Company repurchased from each optionholder (at the market price) a sufficient number of shares to cover the taxes of the optionholders associated with the exercise. As a result of the Program, a total of 1,630,727 shares were repurchased by the Company and cancelled, and a final net amount of 3,407,479 shares were issued to optionholders. The Program was completed without any shares being sold in the market to cover exercise price or tax obligations.