Guanajuato Silver Arranges Debt Settlement
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Guanajuato Silver Arranges Debt Settlement
January 5, 20 24 – Vancouver, British Columbia – Guanajuato Silver Company Ltd. (the “Company” or “GSilver”)
(TSXV:GSVR)(OTCQX:GSVRF) is pleased to announce it has arranged to settle an aggregate of $ 445,000 in
outstanding liabilities of the Company by the issuance of an aggregate of 1,780,000 common shares in the capital
of the Company at a deemed price of $0.25 per share (the "Debt Settlement"), subject to the receipt of TSX
Venture Exchange approval. The Debt Settlement includes the issuance of shares to certain of the Company’s
suppliers totaling approximately $405,000 and to three members of senior management totaling approximately
C$40,000.
The i ssuance of shares to senior management will be considered a related party transaction within the meaning
of Policy 5.9 of the TSX-V and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special
Transactions, adopted in the policy. The Company intends to rely 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 in respect of such related party's participation in the debt settlement as neither the fair market value of the
debt settlement of nor the fair market value of the shares to be issued thereunder, insofar as it involves related
parties, is expected to exceed 25 per cent of the company's market capitalization (all as determined under MI 61-
101). It is anticipated that the material change report of Guanajuato Silver to be filed in connection with this
announcement of the debt settlement will be filed less than 21 days in advance of the closing of the debt
settlement, which Guanajuato Silver considers reasonable within the context of current market conditions and
the desire of all parties to complete the debt settlement as expeditiously as possible. The securities of t he
company that will be acquired by the related party will be acquired pursuant to an exemption from the prospectus
requirement in Section 2.14 of National Instrument 45-106, Prospectus Exemptions.
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he debt settlement is subject to acceptance of the TSX-V, and all shares issued thereunder will be subject to a
statutory hold period of four months and one day from the date of issuance in accordance with applicable
securities legislation.
About Guanajuato Silver
GSilver is a precious metals producer engaged in reactivating past producing silver and gold mines in central
Mexico. The Company produces silver and gold concentrates from the El Cubo Mine Complex, Valenciana Mines
Complex, and the San Ignacio mine; all three mines are located within the state of Guanajuato, which has an
established 480-year mining history. Additionally, the Company produces silver, gold, lead, and zinc concentrates
from the Topia mine in northwestern Durango. With four operating mines and three processing facilities,
Guanajuato Silver is one of the fastest growing silver producers in Mexico.
ON BEHALF OF THE BOARD OF DIRECTORS
"James Anderson"
Chairman and CEO
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For further information regarding Guanajuato Silver Company Ltd., please contact:
JJ Jennex, Gerente de Comunicaciones, T: 604 723 1433
Gsilver.com
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.
Forward-Looking Statements
This news release contains certain forward-looking statements and information, which relate to future events or future
performance including, but not limited to, the details regarding and completion of the shares for debt settlement; and
the Company’s status as one of the fastest growing silver producers in Mexico.
Such fo rward -looking statements and information reflect management's current beliefs and expectations and are based
on information currently available to and assumptions made by the Company; which assumptions, while considered
reasonable by the Company, are inherently subject to significant operational, business, economic and regulatory
uncertainties and contingencies. These assumptions include: our estimates of mineralized material at El Cubo, VMC, San
Ignacio and Topia and the assumptions upon which they are based, including geotechnical and metallurgical
characteristics of rock conforming to sampled results and metallurgical performance; available tonnage of mineralized
material to be mined and processed; resource grades and recoveries; assumptions and discount rates being appropriately
applied to production estimates; the ability of the Company to ramp up processing of mineralized material at Cata at the
projected rates and source sufficient high grade mineralized material to fill such processing capacity; prices for silver, gold
and other metals remaining as estimated; currency exchange rates remaining as estimated; availability of funds for the
Company's projects and to satisfy current liabilities and obligations including debt repayments; capital cost estimates;
decommissioning and reclamation estimates; prices for energy inputs, labour, materials, supplies and services (including
transportation) and inflation rates remaining as estimated; no labour-related di sruptions; no unplanned delays or
interruptions in scheduled construction and production; all necessary permits, licenses and regulatory approvals
are received in a timely manner; and the ability to comply with environmental, health and safety laws. The foregoing list
of assumptions is not exhaustive.
Readers a re cautioned that such forward-looking statements and information are neither promises nor guarantees, and
are subject to risks and uncertainties that may cause future results, level of activity, production levels, performance or
achievements of GSilver to differ materially from those expected including, but not limited to, market conditions,
availability of financing, future prices of gold, silver and other metals, currency rate fluctuations, rising inflation and
interest rates, actual results of production, exploration and development activities, actual resource grades and recoveries
of silver, gold and other metals, availability of third party mineralized material for processing, unanticipated geological or
structural formations and characteristics, geopolitical conflicts including wars, environmental risks, operating risks,
accidents, labor issues, equipment or personnel delays, delays in obtaining governmental or regulatory approvals and
permits, inadequate insurance, and other risks in the mining industry. There are no assurances that GSilver will be able to
successfully discover and mine sufficient quantities of high grade mineralized material at El Cubo, VMC, San Ignacio and
Topia for processing at its existing mills to increase production, tonnage milled and recoveries rates of gold, silver, and
other metals in the amounts, grades, recoveries, costs and timetable anticipated. In addition, GSilver’s d ecision to process
mineralized material from El Cubo, VMC, San Ignacio, Topia and its other mines is not based on a feasibility study of
mineral reserves demonstrating economic and technical viability and therefore is subject to increased uncertainty and risk
of failure, both economically and technically. Mineral resources and mineralized material that are not Mineral Reserves
do not have demonstrated economic viability, are considered too speculative geologically to have the economic
considerations applied to them, and may be materially affected by environmental, permitting, legal, title, socio-political,
marketing, and other relevant issues. There are no assurances that the Company's projected production of silver, gold and
other metals will be realized. In addition, there are no assurances that the Company will meet its production forecasts or
generate the anticipated cash flows from operations to satisfy its scheduled debt payments or other liabilities when due
or meet financial covenants to which the Company is subject or to fund its exploration programs and corporate initiatives
as planned. There is also uncertainty about the continued spread and severity of COVID-19, the ongoing war in Ukraine
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and rising inflation and interest rates and the impact they will have on the Company's operations, supply chains, ability to
access mining projects or procure equipment, supplies, contractors and other personnel on a timely basis or at all and
economic activity in general. Accordingly, readers should not place undue reliance on forward-looking statements or
information. All forward-looking statements and information made in this news release are qualified by these cautionary
statements and those in our continuous disclosure filings available on SEDAR at www.sedar.com including the Company’s
annual information form for the year ended December 31, 2022. These forward-looking statements and information are
made as of the date hereof and the Company does not assume any obligation to update or revise them to reflect new
events or circumstances save as required by law.