Cartier Silver Announces Closing of Its Previously Announced Financing
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20 Adelaide Street East, Suite 200, Toronto, Ontario CANADA M5C 2T6 Tel.: 1 (800) 360-8006
NEWS RELEASE
CARTIER SILVER ANNOUNCES CLOSING OF ITS PREVIOUSLY ANNOUNCED FINANCING
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
TORONTO, December 22, 2022 – Cartier Silver Corporation (CSE:CFE) (“Cartier Silver ” or the
“Company ”) is pleased to announce that it is has closed the fi nal tranche of a previously announced
(see Cartier Silver news releases dated November 22 , 2022, December 15, 2022 and December 16,
2022) non-brokered private placement (the “Private Placement ”) for additional proceeds of $999,500
pursuant to the offering of 10,000,000 units of Car tier Silver at a price of $0.40 per unit (“ Units ”) for
aggregate gross proceeds of $4,000,000. A total of 2,498,750 Units were issued to investors in
connection with the final closing of the Private Placement.
Each of the 2,498,750 Units issued consists of one common share in the capital of Cartier Silver (a
“Common Share ”) and one half of one Common Share purchase warrant of the Company (each whole,
a “Warrant ”). Each Warrant entitles the holder to purchase one Common Share at a price of $0.70 for
a term of 30 months from the issuance date.
In connection with this final closing of the Privat e Placement, an arm’s length finder received as
compensation cash commissions aggregating $4,905.
The net proceeds of the Private Placement will be used to finance exploration at the optioned Chorrillos
Project and at the additional claims staked by the Company’s subsidiary in the Potosi Department,
Bolivia and for working capital purposes. All secur ities issued pursuant to the Private Placement are
subject to the applicable statutory four-month hold period.
Some insiders of Cartier Silver participated in the Private Placement (“Insiders ”). The part of the Private
Placement in respect of the issuance of Units to Insiders constitutes a “related party transaction” within
the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special
Transactions (“MI 61-101 ”). A formal valuation was not required under MI 6 1-101 because the fair
market value of the consideration for the transacti on involving the Insiders was only $122,500 and,
accordingly, does not exceed 25% of the Corporation’s market capitalization as of the date of the Private
Placement. Similarly, minority shareholder approval was also not required under MI 61-101 because
the fair market value of the consideration for the transaction involving the Insiders does not exceed 25
percent of the Corporation’s capitalization as of the date of the Private Placement.
The Insiders who participated in this Private Placement made their decisions to do so shortly before the
closing of the Private Placement and, given the uncertainty as to whether Insiders would participate in
the Private Placement and to what extent, the Corporation did not have the opportunity to announce this
related party transaction 21 days in advance of closing of the first tranche.
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Subscribers to the Private Placement also included two investment funds (collectively, the “Fund ”) which
invested a total of $700,000 by purchasing 1,750,00 0 Units. In connection with the purchase of the
1,750,000 Units, Cartier Silver granted the Fund th e right (the “ Participation Right ”) to participate,
subject to applicable securities laws and stock exc hange policies, in any private placement or public
offering of securities of the Company, other than certain “excluded issues” (such as the grant or exercise
of incentive stock options or the exercise of curre ntly outstanding warrants). More specifically, the
Participation Right provides the Fund with the righ t to subscribe for that percentage of the securitie s
being offered by the Company as is equal to the percentage of the outstanding Common Shares of the
Company then owned by the Fund. Such Participation Right terminates on the date on which the Fund’s
ownership of outstanding Common Shares falls below 3% of the then outstanding Common Shares.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of th e
securities in the United States. The securities have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act "), or any state securities laws and
may not be offered or sold within the United States or to or for the account or benefit of a U.S. person
(as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities
Act and applicable state securities laws or an exemption from such registration is available.
About Cartier Silver Corporation
Cartier Silver is an exploration and development Company focused on discovering and developing
its recently acquired silver property assets, inclu ding the Chorrillos Project and claims staked by th e
Company’s subsidiary, all of which are located in t he Potosi Department of southern Bolivia. The
Company also holds significant iron ore resources a t its Gagnon Holdings in the southern Labrador
Trough region of east-central Quebec, and the Big Easy gold property in the Burin Peninsula epithermal
gold belt in the Avalon Zone of eastern Newfoundland and Labrador.
For further information please visit Cartier Silver’s website at www.cartiersilvercorp.com
For further information please contact:
Thomas G. Larsen Jorge Estepa
Chief Executive Officer Vice-President
(800) 360-8006 (800) 360-8006
(416) 360-8006 (416) 360-8006
The CSE has not reviewed nor accepts responsibility for the adequacy or accuracy of this release.
Statements in this release that are not historical facts are “forward-looking statements” and readers are
cautioned that any such statements are not guarantees of future performance, and that actual developments or
results, may vary materially from those in these “forward-looking statements”.