Yellowhead Mining Inc.: Announces Rights Offering

CALGARY, June 27, 2018 - Yellowhead Mining Inc. ("Yellowhead" or the "Company") (TSX-V: YMI) announces that its board of directors, subject to regulatory and legal approvals, has approved a rights offering to its shareholders to provide working capital and to repay certain payables.


Rights Offering

Yellowhead will be offering rights (the "Rights") to holders of its common shares at the close of business on the record date of July 5, 2018 (the "Record Date"), on the basis of 0.85 of a right for each common share held (the "Rights Offering").  Each whole right will entitle the holder to subscribe for one common share of Yellowhead upon payment of the subscription price of C$0.12 per common share.  There are currently 10,313,088 common shares of the Company issued and outstanding.  If all the rights issued under the rights offering are validly exercised, the Rights Offering will raise gross proceeds of approximately C$1,051,935.

Shareholders who fully exercise their Rights will also be entitled to subscribe for additional shares in the Rights Offering, if available as a result of unexercised Rights prior to the Expiry Time, subject to certain limitations set out in Yellowhead's rights offering circular.

The Rights will trade on the TSX Venture Exchange under the symbol YMI.RT commencing on July 5, 2018 and until 9:00 a.m. (Vancouver time) on August 1, 2018. The Rights will expire at 2:00 p.m. (Vancouver time) on August 1, 2018 (the "Expiry Time"), after which time unexercised Rights will be void and of no value. No fractional shares will be issued.

Matco Investments Ltd. ("Matco), a company controlled by a director of the Company, has given a written commitment to exercise its rights for proceeds of approximately $406,695. In addition, T. Gregory Hawkins ("Hawkins"), another director of the Company, has also provided a written commitment to exercise his rights for proceeds of approximately $75,840. Matco and Hawkins may also elect to exercise their additional subscription privilege and acquire Additional Common Shares. As of the date hereof, the Company is not aware if the Committed Purchasers have made such a decision.

The rights will expire at 2:00 p.m. (Vancouver Time) on August 1, 2018, after which time unexercised rights will be void and of no value.  Shareholders who fully exercise their rights will be entitled to subscribe for additional common shares, if available as a result of unexercised rights prior to the Expiry Time, subject to certain limitations as set out in the Company's rights offering circular.  The Company expects to close the Rights Offering on or about August 2, 2018.

Details of the Rights Offering will be set out in the rights offering notice and rights offering circular which will be available under Yellowhead's profile at www.SEDAR.com.  The Rights Offering notice and accompanying Rights certificate will be mailed to each registered eligible shareholder as at the Record Date.  Registered shareholders who wish to exercise their rights must forward the completed rights certificate, together with the applicable funds, to the rights agent, Computershare Investor Services, Inc. ("Computershare"), on or before the Expiry Time.  Shareholders who own their common shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.

The Rights Offering will be conducted in Canada only.

Funds raised through the Rights Offering will be first used to pay for outstanding payables, being approximately $536,100 as of the date hereof. Any remaining funds will be used for general and administrative expenses.


About Yellowhead Mining Inc.

Yellowhead Mining Inc. is a development stage company with a 100% interest in Harper Creek, located in the North Thompson - Nicola region of British Columbia, Canada.


About the Harper Creek Project

Harper Creek is a proposed 70,000 tonnes-per-day open pit copper mine with a 28 year mine life, located in the Thompson – Nicola region of British Columbia near Vavenby.  If developed, Harper Creek would provide up to 600 jobs during construction and up to 450 permanent jobs during operations.


Forward Looking Statements

Except for statements of historical fact, this news release contains certain "forward-looking information" within the meaning of applicable securities laws. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements, including, among others, details of the Rights Offering, the intended use of proceeds of the Rights Offering, and expected outcomes, that the Rights Offering will otherwise not be completed or will raise less than the expected proceeds; uncertainties as to the costs to completion of the rights offering, the accuracy of mineral grades and related assumptions, inherent operating risks, planned expenditures, proposed exploration and development at the Harper Creek Project, operating and economic aspects of the Harper Creek Project, as well as those risk factors identified in the Company's Annual Information Form filed under the Company's SEDAR profile. Yellowhead undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements. More detailed information about potential factors that could affect projected results is included in the documents filed from time to time with the Canadian securities regulatory authorities by Yellowhead.

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./

SOURCE Yellowhead Mining Inc.



Contact

please contact: Darryl Coates, Interim Chief Executive Officer
Email: dcoates@yellowheadmining.com
Phone: 403-294-6489

David McGoey, Chief Financial Officer
Phone: 403-294-6497
Email: dmcgoey@yellowheadmining.com
Website: www.yellowheadmining.com