Eric Sprott, a current Silverco insider, participated in the Offering with a lead order of $10,000,000.
Pursuant to the Offering, the Company has issued, on a “bought deal basis”, (i) 4,000,000 common shares of the Company (the “Shares offered“) for a price of $12.50 (the “Issue price“) per Offered Share, for aggregate gross proceeds to the Company of $50,000,000, and (ii) 1,000,000 units of the Company (the “Units” and together with the Offered Shares, the “Securities offered“) at the Issue Price per Unit, for additional aggregate gross proceeds to the Company of $12,500,000.
Each Unit consisted of one common share of the Company and one quarter of one warrant, with each whole warrant exercisable for one common share of the Company at an exercise price of $18.00 per share for a period of 18 months from the date hereof.
Mark Ayranto, President and CEO, commented: “This $62.5 million financing provides the financial strength to match our operating ambitions. Between the pending acquisition of Nuevo Silver and the upcoming restart at Cusi, Silverco is undergoing a fundamental transformation. We enter 2026 with a robust balance sheet and a clear path to becoming a major silver producer.”
The Offered Securities were offered in each of the provinces and territories of Canada (excluding Québec) with respect to: (i) the Offered Shares pursuant to the “listed issuer financing exemption” from the prospectus requirements available under National Instrument 45-106 − Prospectus exemptions (“IS45-106“), as amended by Coordinated General Order 45-935 − Exemptions from certain conditions of the financing exemption of listed issuers (the “Exemption for financing of listed issuers“); and (ii) the Units under other exemptions from the prospectus requirements available under NI 45-106 other than the Listed Issuer Financing Exemption (the “Exemption for private placement“).
The Offered Securities were also offered on a private placement basis in such offshore jurisdictions as mutually agreed between the Company and Velocity, and in the United States pursuant to an exemption from the registration requirements of the US Securities Act of 1933 (the “US securities law“), as amended. All Offered Securities offered in the United States are characterized as “restricted securities” under the United States Securities Act.
The net proceeds from the Offering will be used by the Company for exploration, evaluation and restart work on the Cusi project, general and administrative expenses and working capital.
In consideration for their services, the Company paid to the Underwriters a cash consideration equal to 5% of the gross proceeds of the Offering, other than in connection with a subscription settled directly with the Company for which no commission was paid.
The Offered Shares issued pursuant to the Listed Issuer Financing Exemption are not subject to resale restrictions under applicable Canadian securities laws. The Units and the underlying securities issued pursuant to the Private Placement Exemption will be subject to a hold period of four months and one day from the date hereof, in accordance with applicable Canadian securities laws. The Offering remains subject to final acceptance by the TSX Venture Exchange (“TSXV“).
Insiders of the Company have subscribed for a total of 98,000 Offer Shares and 800,000 Units, for total gross proceeds of $11,225,000. Each insider’s participation in the Offering constitutes a “related party transaction” within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company has relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101, contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, with respect to the participation of related parties in the Offering, as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for the transaction, as it related to the interested parties, more than 25% of the Company’s market capitalization (as determined under MI 61-101). There is an amended and restated offering document relating to the Offering accessible on SEDAR+ (www.sedarplus.ca) under Silverco’s issuer profile and on the company’s website at www.silvercomining.com.
The Offered Securities have not been and will not be registered under the US Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
About Silverco Mining Ltd.
The company owns a 100% interest in the 11,665 hectare Cusi project in the state of Chihuahua, Mexico (the “Cusi propertyIt is located within the productive Sierra Madre Occidental gold-silver belt. There is an existing 1,200 tonne per day mill with tailings capacity on the Cusi property.
The Cusi Property is a past producing underground silver-lead-zinc-gold project located approximately 85 miles west of Chihuahua City. The Cusi Property has excellent infrastructure, including paved access to the highway and connection to the national electricity grid.
The Cusi property is home to multiple historic Ag-Au-Pb-Zn producing mines, each developed along multiple vein structures. The Cusi property hosts several key exploration targets, including the expansion of a newly identified downed mineralized geological block and additional potential through claim consolidation.
Cautionary Statement and Forward-Looking Information
This press release contains “forward-looking statements” within the meaning of applicable Canadian securities legislation that are based on expectations, estimates, assumptions, geological theories and projections as of the date of this press release. Any information contained in this press release that is not historical fact may constitute “forward-looking statements.” Any statement that involves discussions of predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (which may, but not always, include expressions such as “anticipates”, “plans”, “scheduled”, “believes” or “intends” or variations of such words and phrases, or which states that certain actions, events or results “may” or “could”, “would”, “could” or “will” be deemed to occur or to occur achieved), including statements regarding the The Company’s plans regarding the Company’s projects and the timing related thereto, the merits of the Company’s projects, the Company’s objectives, plans and strategies, the use of proceeds from the Offering and other matters are not statements of historical fact and may be forward-looking statements and are intended to identify forward-looking statements.
Although the forward-looking statements contained in this press release are based on what management believes, or believed at the time, to be reasonable assumptions, the Company cannot assure readers that actual results will be consistent with such forward-looking statements as there may be other factors that cause results not to be as anticipated, estimated or intended. Such factors include, among other things, the use of proceeds, the availability of exercises and personnel, weather, the speculative nature of mineral exploration and development, fluctuating commodity prices, risks relating to the timing and ability of the Company to obtain approval and the timing of approval from relevant regulatory authorities, if any; risks related to real estate interests; risks associated with access to the project; risks inherent in mineral exploration, including the fact that some phase of exploration may not be successful; the availability of contractors; geopolitical risks; the global economic environment; metal prices; environmental risks; political risks; and community and non-governmental actions, as described in more detail in our recent securities filings available on SEDAR+ (www.sedarplus.ca) under Silverco’s issuer profile. Furthermore, geological similarities or features are not guarantees of successful exploration. Neither the Company nor any other person accepts responsibility for the accuracy or completeness of such forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. When considering this forward-looking information, readers should take into account the risk factors and other cautionary statements contained in the Company’s disclosure documents filed with applicable Canadian securities regulatory authorities on SEDAR+ (www.sedarplus.ca) under Silverco’s issuer profile. The risk factors and other factors set forth in the disclosure documents could cause actual events or results to differ materially from those described in any forward-looking information. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Not for distribution to news services in the United States or for dissemination in the United States
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/284514
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