Outcrop Silver Announces Closing $4.5 Million Public Offering of Units, with Participation by Eric Sprott
Outcrop Silver Announces Closing $4.5 Million
Public Offering of Units, with Participation by
Eric Sprott
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN
THE
UNITED STATES
/
VANCOUVER, BC
,
May 10, 2023
/CNW/ - Outcrop Silver & Gold Corporation (TSXV: OCG)
(OTCQX: OCGSF) (DE: MRG1) ("
Outcrop Silver
" or the "
Company
") is pleased to announce that
it has closed its previously announced public offering (the "
Offering
") of 18,097,000 units of the
Company (the "
Units
") at a price of
$0.25
per Unit, for aggregate gross proceeds of approximately
$4.5 million
. The Offering was led by Research Capital Corporation as the lead agent and sole
bookrunner, on behalf of a syndicate of agents, including Canaccord Genuity Corp. (collectively, the
"
Agents
").
Each Unit is comprised of one common share of the Company (a "
Common Share
") and one-half of
one Common Share purchase warrant of the Company (each whole warrant, a "
Warrant
"). Each
Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of
$0.35
for a period of 24 months following the closing of the Offering.
The net proceeds from the Offering will be used by the Company for working capital and general
corporate purposes.
In connection with the Offering, the Company has filed a prospectus supplement (the "
Supplement
")
dated
May 4, 2023
, to the Company's short form base shelf prospectus dated
April 27, 2021
(the
"
Shelf Prospectus
"), with the securities regulatory authorities in each of the provinces of
Canada
(except
Quebec
). Copies of the Shelf Prospectus and, the Supplement to be filed in connection with
the Offering, can be found on SEDAR at
www.sedar.com
. The Shelf Prospectus contains, and the
Supplement will contain, important detailed information about the Company and the Offering.
Prospective investors should read the Supplement and accompanying Shelf Prospectus and the
other documents the Company has filed on SEDAR at
www.sedar.com
before making an investment
decision.
In connection with the Offering, the Agents received a cash commission equal to 6.0% of the gross
proceeds from the sale of Units pursuant to the Offering and 1,085,820 broker warrants. Each
broker warrant entitles the holder thereof to purchase one Common Share at an exercise price equal
to
$0.25
for a period of 24 months following the closing of the Offering.
Mr.
Eric Sprott
, through 2176423 Ontario Ltd., a corporation which is beneficially owned by him,
acquired 4,000,000 Units for a total consideration of
$1,000,000
. Prior to the Offering, Mr. Sprott
beneficially owned or controlled 27,042,800 Shares and 17,400,000 Warrants representing
approximately 13.5% of the outstanding Shares on a non-diluted basis and 20.4% on a partially-
diluted basis assuming the exercise of such Warrants. Following the completion of the Offering, Mr.
Sprott beneficially owns and controls 31,042,800 Shares and 19,400,000 Warrants representing
approximately 14.2% of the outstanding Shares on a non-diluted basis and 21.2% on a partially-
diluted basis assuming the exercise of such Warrants.
The Units were acquired by Sprott for investment purposes. Mr. Sprott has a long-term view of the
investment and may acquire additional securities of Outcrop Silver including on the open market or
through private acquisitions or sell securities of Outcrop Silver including on the open market or
through private dispositions in the future depending on market conditions, reformulation of plans
and/or other relevant factors.
A copy of Sprott's early warning report will appear on Outcrop Silver's profile on SEDAR and may
also be obtained by calling Mr. Sprott's office at (416) 945-3294 (200 Bay Street, Suite 2600, Royal
Bank Plaza, South Tower,
Toronto, Ontario
M5J 2J2).
Mr. Sprott is an insider of the Company, and as such, his participation in the private placement is a
related-party transaction under the policies of the TSX Venture Exchange and Multilateral Instrument
61-101 - Protection of Minority Security Holders in Special Transactions. The Company is relying on
exemptions from the minority shareholder approval and formal valuation requirements applicable to
the related-party transactions under sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as
neither the fair market value of the shares to be purchased on behalf of Mr. Sprott nor the
consideration to be paid by him exceeds 25 per cent of the Company's market capitalization.
This press release is not an offer to sell or the solicitation of an offer to buy the securities in
the
United States
or in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to
qualification or registration under the securities laws of such jurisdiction. The securities being offered
have not been, nor will they be, registered under the United States Securities Act of 1933, as
amended, and such securities may not be offered or sold within
the United States
or to, or for the
account or benefit of, U.S. persons absent registration or an applicable exemption from U.S.
registration requirements and applicable U.S. state securities laws.
About Outcrop Silver
Outcrop Silver is rapidly advancing the Santa Ana high-grade silver deposit with ongoing expansion
drilling. Outcrop Silver is also progressing exploration on four gold projects with world-class
discovery potential in Colombia. These assets are being advanced by a highly disciplined and
seasoned professional team with decades of experience in
Colombia
.
ON BEHALF OF THE BOARD OF DIRECTORS
Joseph P Hebert
Chief Executive Officer
+1 775 340 0450
www.outcropsilverandgold.com
Kathy Li
Director of Investor Relations
+1 778 783 2818
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 statements which constitute forward-looking statements or
information under applicable Canadian securities laws, including statements relating to the
expected use of proceeds from the Offering. Such forward-looking statements are subject to
numerous known and unknown risks, uncertainties and other factors, some of which are beyond
the Company's control, which could cause actual results or events to differ materially from those
stated, anticipated or implied in the forward-looking statements. These risks and uncertainties
include general economic and capital markets conditions, stock market volatility, the ability of the
Company to obtain necessary consents for the Offering, including the approval of the Exchange,
and the ability of the Company to complete the Offering on the terms expected or at all. Although
the Company believes that the forward-looking statements in this news release are reasonable,
they are based on factors and assumptions, based on currently available information, concerning
future events, which may prove to be inaccurate. As such, readers are cautioned not to place
undue reliance on the forward-looking statements, as no assurance can be provided as to future
plans, operations, results, levels of activity or achievements. The forward-looking statements
contained in this news release are made as of the date of this news release and, except as
required by applicable law, the Company does not undertake any obligation to publicly update or to
revise any of the forward-looking statements, whether as a result of new information, future events
or otherwise.
SOURCE
Outcrop Silver & Gold Corporation
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%SEDAR: 00005232E
For further information:
Joseph P Hebert, Chief Executive Officer, +1 775 340 0450,
[email protected], Kathy Li, Director of Investor Relations, +1 778 783
2818, [email protected]
CO: Outcrop Silver & Gold Corporation
CNW 10:22e 10-MAY-23