Defiance Closes C$11.5 Million Brokered Private Placement
DEFIANCE CLOSES C$11.5 MILLION BROKERED PRIVATE
PLACEMENT
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION
IN THE UNITED STATES
FOR RELEASE: June 10TH, 2021 TSXV:DEF
FRA:D4E
Defiance Silver Corp. (“Defiance” or the "Company") is pleased to announce that it has closed the
previously announced brokered private placement of 12,777,778 units at a price of C$0.90 per Unit
(the "Offering Price") for gross proceeds of C$11,500,000 (the "Offering"). The Offering was led by
Red Cloud Securities Inc. and included Canaccord Genuity Corp. and Jett Capital Advisors, LLC
(collectively, the “Agents”).
Each Unit consists of one common share of the Company (each, a "Unit Share") and one half of one
common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder
thereof to acquire one common share of Defiance at an exercise price of C$1.35 per share until June
10th, 2023.
Defiance intends to use the net proceeds from the Offering for exploration of the Company’s projects
and for general working capital purposes.
In connection with the Offering, the Agents received a cash commission of C$605,152 and 672,391
non-transferable compensation options, each entitling the Agents to purchase one Unit of the
Company at a price of C$0.90 per Unit until June 10, 2023.
Insiders of Defiance subscribed for a total of 91,222 Units for total gross proceeds of $82,100 under
the Offering. Participation by insiders constitutes a related party transaction as defined under
Multilateral Instrument 61-101. The issuance of securities to such related parties is exempt from the
formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101
and exempt from the minority shareholder approval requirements of Section 5.6 of MI 61-101 pursuant
to Subsection 5.7(b) of MI 61-101 as the purchase of securities does not exceed 25% of the
Company’s market capitalization. The Company is relying on exemptions from the formal valuation
and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of
Multilateral Instrument 61-101. The Company did not file a material change report 21 days prior to the
closing of the Offering as the details of the participation of insiders of the Company had not been
confirmed at that time.
All securities issued under the Offering are subject to a four month hold period expiring on October
11, 2021. The Offering remains subject to the final approval of the TSX Venture Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any 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 “U.S. Persons” (as such terms are defined in
Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and
applicable state securities laws or unless an exemption from such registration is available..
About Defiance Silver Corp.
Defiance Silver Corp. (DEF | TSX Venture Exchange; DNCVF | OTCQX; D4E | Frankfurt) is an exploration
company advancing the district-scale San Acacio Deposit, located in the historic Zacatecas Silver
District and the 100% owned Tepal Gold/Copper Project in Michoacán state, Mexico. Defiance is
managed by a team of proven mine developers with a track record of exploring, advancing and
developing several operating mines and advanced resource projects. Defiance’s corporate mandate
is to expand the San Acacio and Tepal projects to become premier Mexican silver and gold deposits.
On behalf of Defiance Silver Corp.
"Chris Wright"
Chairman of the Board
For more information, please contact: Investor Relations at +1 (604) 343 -4677 or via email at
www.defiancesilver.com
Suite 2900-550 Burrard Street
Vancouver, BC V6C 0A3
Canada
Tel: +1 (604) 343-4677 Email: [email protected]
Neither 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.
Cautionary Note Regarding Forward-Looking Information
This news release contains "forward-looking information" within the meaning of the applicable Canadian
securities legislation that is based on expectations, estimates, projections and interpretations as at the date of
this news release. The information in this news release about the the use of proceeds of the Offering; the approval
of the TSX Venture Exchange relating to the Offering; and any other information herein that is not a historical fact
may be "forward-looking information".
Any statement that involves discussions with respect to predictions, expectations, interpretations, beliefs, plans,
projections, objectives, assumptions, future events or performance (often but not always using phrases such as
"expects", or "does not expect", "is expected", "interpreted", "management's view", "anticipates" or "does not
anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such
words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will"
be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information
and are intended to identify forward-looking information.
This forward-looking information is based on reasonable assumptions and estimates of management of the
Company at the time such assumptions and estimates were made, and involves known and unknown risks,
uncertainties and other factors which may cause the actual results, performance or achievements of Defiance to
be materially different from any future results, performance or achievements expressed or implied by such
forward-looking information. Such factors include, but are not limited to, volatility in the trading price of common
shares of the Company; risks relating to the ability of the Company to obtain required approvals, ability of the
Company to complete further exploration activities; the results of exploration activities; capital and operating
costs varying significantly from estimates; delays in obtaining or failures to obtain required governmental,
environmental or other project approvals; uncertainties relating to the availability and costs of financing needed
in the future; changes in equity markets; inflation; fluctuations in commodity prices; delays in the development of
projects; other risks involved in the mineral exploration and development industry; and those risks set out in the
Company's public documents filed on SEDAR (www.sedar.com) under Defiance's issuer profile.
Although the Company believes that the assumptions and factors used in preparing the forward -looking
information in this news release are reasonable, undue reliance should not be placed on such information, which
only applies as of the date of this news release, and no assurance can be given that such events will occur in the
disclosed timeframes or at all. The Company disclaims any intention or obligation to update or revise any forward-
looking information, whether as a result of new information, future events or otherwise, other than as required by
law.