Silver Mountain Announces Closing of Prospectus Offering
Silver Mountain Announces Closing of
Prospectus Offering
TORONTO
,
April 24, 2024
/CNW/ - Silver Mountain Resources Inc. (TSXV: AGMR) (OTCQB:
AGMRF) ("
Silver Mountain
" or the "
Company
"), is pleased to announce that it has completed its
previously announced prospectus offering (the "
Offering
") of units of the Company (the "
Units
").
The Offering was completed on a "best efforts" agency basis pursuant to an agency agreement (the
"
Agency Agreement
") dated
April 18, 2024
among the Company and Eight Capital and SCP
Resource Finance LP (together, the "
Agents
"). Pursuant to the Offering, the Company has issued
an aggregate of 87,638,928 Units at a price of
$0.11
per Unit (the "
Offering Price
") for aggregate
gross proceeds of
$9,640,282
, including the partial exercise by the Agents of the over-allotment
option to purchase an additional 5,820,428 Units at the Offering Price.
Each Unit is comprised of one class A common share in the capital of the Company (each a
"
Common Share
") and one Common Share purchase warrant (each a "
Warrant
"). Each Warrant
entitles the holder to acquire an additional Common Share for a period of 48 months, at an exercise
price of
$0.135
. The Warrants were issued pursuant to, and are governed by, the terms of a
warrant indenture dated
April 24, 2024
(the "
Warrant Indenture
") between the Company and
Odyssey Trust Company.
Pursuant to the terms of the Agency Agreement, the Agents received a cash commission equal to
6.0% of the gross proceeds from the sale of the Units pursuant to the Offering and 3,259,838
broker warrants exercisable into Units at the Offering Price for a period of 24 months.
The Company intends to use the net proceeds of the Offering for the development of the Reliquias
mine, and for working capital and general corporate purposes.
The Offering was completed by way of a prospectus supplement (the "
Supplement
") to the short
form base shelf prospectus of the Company dated
November 9, 2022
(the "
Base Prospectus
"),
which Supplement was dated
April 18, 2024
. The Base Prospectus, the Supplement, the Agency
Agreement and the Warrant Indenture are or will be available on SEDAR+ at
https://sedarplus.ca
and contain important detailed information about the Offering.
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 jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities being offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended (the "
1933
Act
") and may not be offered or sold
in
the United States
or to, or for the account or benefit of, U.S. persons absent registration or an
applicable exemption from the registration requirements of the 1933 Act, and applicable state
securities laws.
120,000 Units were issued to related parties (within the meaning of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
("
MI 61-101
")) and such issuances
are considered "related party transactions" for the purposes of MI 61-101. Such related party
transactions are exempt from the formal valuation and minority shareholder approval requirements of
MI 61-101 as neither the fair market value of the securities being issued to the related parties nor
the consideration being paid by the related parties exceeded 25% of the Company's market
capitalization. The purchasers of the Units and the extent of such participation were not finalized until
shortly prior to the completion of the Offering. Accordingly, it was not possible to publicly disclose
details of the nature and extent of related party participation in the transactions contemplated hereby
pursuant to a material change report filed at least 21 days prior to the completion of such
transactions.
About Silver Mountain
Silver Mountain Resources Inc. is a silver explorer and mine developer planning to restart production
at the Reliquias underground mine and undertake exploration activities at its prospective silver
camps at the Castrovirreyna Project in Huancavelica,
Peru
.
For additional information in respect of the Castrovirreyna Project, please refer to the Company's
technical report, titled NI 43-101 Technical Report: Mineral Resource Update, Reliquias Mine, dated
March 8, 2024
, effective date
January 1, 2024
, available at
https://sedarplus.ca
.
For further information about our drill program, including cross sections of the main veins with drill
hole locations, please refer to our corporate presentation, available on our website at
www.agmr.ca
.
Silver Mountain's subsidiary Sociedad Minera Reliquias S.A.C. owns 100% of its concessions and
holds more than 60,000 hectares in the district of Castrovirreyna, Huancavelica,
Peru
.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined
in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward Looking Statements
This news release contains forward-looking statements and forward-looking information within the
meaning of Canadian securities legislation (collectively, "forward-looking statements") that relate to
Silver Mountain's current expectations and views of future events. Any statements that express, or
involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or
performance (often, but not always, through the use of words or phrases such as "will likely result",
"are expected to", "expects", "will continue", "is anticipated", "anticipates", "believes", "estimated",
"intends", "plans", "forecast", "projection", "strategy", "objective" and "outlook") are not historical
facts and may be forward-looking statements and may involve estimates, assumptions and
uncertainties which could cause actual results or outcomes to differ materially from those
expressed in such forward-looking statements. No assurance can be given that these expectations
will prove to be correct and such forward-looking statements included in this news release should
not be unduly relied upon. These statements speak only as of the date of this news release.
Forward-looking statements are based on a number of assumptions and are subject to a number of
risks and uncertainties, many of which are beyond Silver Mountain's control, which could cause
actual results and events to differ materially from those that are disclosed in or implied by such
forward-looking statements. Such risks and uncertainties include, but are not limited to, the factors
set forth under "Forward-Looking Statements" and "Risk Factors" in the Company's annual
information form dated
August 14, 2023
, and other disclosure documents available on the
Company's profile at
www.sedarplus.ca
. Silver Mountain undertakes no obligation to update or
revise any forward-looking statements, whether as a result of new information, future events or
otherwise, except as may be required by law. New factors emerge from time to time, and it is not
possible for Silver Mountain to predict all of them or assess the impact of each such factor or the
extent to which any factor, or combination of factors, may cause results to differ materially from
those contained in any forward-looking statement. Any forward-looking statements contained in this
news release are expressly qualified in their entirety by this cautionary statement.
SOURCE
Silver Mountain Resources Inc.
View original content:
http://www.newswire.ca/en/releases/archive/April2024/24/c9818.html
%SEDAR: 00052252E
For further information:
Alvaro Espinoza, Chief Executive Officer, Silver Mountain Resources Inc.,
82 Richmond Street East, Toronto, ON M5C 1P1, [email protected], www.agmr.ca
CO: Silver Mountain Resources Inc.
CNW 10:31e 24-APR-24