Outcrop Silver Announces Closing of $23 Million Public Offering, Including Full Exercise of the over-Allotment Option, Led BY Investment from Jupiter Asset Management and Eric Sprott
PRESS RELEASE
Not for distribution to U.S. news wire services or dissemination in the United States.
OUTCROP SILVER ANNOUNCES CLOSING OF $23 MILLION PUBLIC OFFERING,
INCLUDING FULL EXERCISE OF THE OVER-ALLOTMENT OPTION, LED BY
INVESTMENT FROM JUPITER ASSET MANAGEMENT AND ERIC SPROTT
Vancouver, British Columbia, October 3, 2025 – Outcrop Silver & Gold Corporation
(TSXV:OCG, OTCQX:OCGSF, DE:MRG) (“Outcrop Silver” or the “Company”) is pleased to
announce that it has closed its previously announced public offering (the “Offering”) of
65,780,000 units of the Company (the “Units”) at a price of $0.35 per Unit, for aggregate
gross proceeds of approximately $23,023,000, including the full exercise of the over-allotment
option. The Offering was led by BMO Capital Markets, as sole bookrunner, and Research
Capital Corporation, as co- lead agent, on behalf of a syndicate of agents , including SCP
Resource Finance LP and Red Cloud Securities Inc. (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 Common Share
purchase warrant, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one
Common Share at an exercise price of $0. 55 for a period of 24 months following the closing
of the Offering, subject to adjustment in certain events. At any time following the 6 -month
anniversary of the closing of the Offering, if the closing price of the Common Shares exceeds
$0.75 for 20 or more consecutive trading days, the Company may, within 10 days following
such occurrence, deliver a notice to the holders thereof accelerating the expiry date of the
Warrants to a date that is 30 days after the date of such notice.
In connection with the Offering, the Agent s received a cash commission equal to 6.0% of the
gross proceeds from the sale of Units pursuant to the Offering ($1,381,380). The net
proceeds from the Offering will be used by the Company for exploration and drilling at the
Santa Ana project, as well as for general working capital purposes.
As part of the Offering, Jupiter Asset Management acquired 42,857,142 Units for $0.35 for a
total consideration of $15 million. Additionally, Mr. Eric Sprott, through 2176423 Ontario Ltd.,
a corporation which is beneficially owned by him, acquired 14,285,716 Units for $0.35 per
Unit for a total consideration of $5 million.
In connection with the Offering, the Company filed a prospectus supplement (the
“Supplement”) dated September 29, 2025 to the Company’s short form base shelf prospectus
dated August 5 , 2025 (the " Shelf Prospectus"), with the securities regulatory authorities in
each of the provinces and territories of Canada (except Quebec and Nunavut). Copies of the
Shelf Prospectus and the Supplement filed in connection with the Offering, can be found on
SEDAR+ at www.sedarplus.ca. The Shelf Prospectus and the Supplement contain important
detailed information about the Company and the Offering.
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 offered have not been registered under the U.S. Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements. 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.
About Outcrop Silver
Outcrop Silver is a leading explorer and developer focused on advancing its flagship Santa
Ana high-grade silver project in Colombia. Leveraging a disciplined and seasoned team of
professionals with decades of experience in the region. Outcrop Silver is dedicated to
expanding current mineral resources through strategic exploration initiatives.
At the core of our operations is a commitment to responsible mining practices and community
engagement, underscoring our approach to sustainable development. Our expertise in
navigating complex geological and market conditions enables us to identify and capitalize on
opportunities that enhance shareholder value consistently. With a deep understanding of the
Colombian mining landscape and a proven track record of successful exploration, Outcrop
Silver is well-positioned to transform the Santa Ana project into a significant silver producer,
making a positive contribution to the local economy and setting new standards in the mining
industry.
ON BEHALF OF THE BOARD OF DIRECTORS
Ian Harris
Chief Executive Officer
+1 604 638 2545
www.outcropsilver.com
Kathy Li
Vice President of Investor Relations
+1 778 783 2818
Neither the TSX Venture Exchange nor its Regulation Services Provider (as such 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 and stock market
volatility. 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.