Santacruz Anounces Closing of First Tranche of Previously Announced Private Placement with a Lead Order from Palisades Goldcorp and Upsizing to CDN$10.0 Million
TSX.V: SCZ
FSE: 1SZ
October 7, 2020
Santacruz Anounces Closing of First Tranche of Previously Announced Private Placement
with a Lead Order from Palisades Goldcorp and Upsizing to CDN$10.0 Million
Not for distribution to United States newswire services or for dissemination in the United States
Vancouver, B.C. -- Santacruz Silver Mining Ltd. (TSX.V:SCZ) (the "Company" or " Santacruz") is pleased
to announce that it has closed the first tranche of its previously announced non -brokered private placeme nt
offering (the "Private Placement") of units of the Company (each, a " Unit") with a lead order from Palisades
Goldcorp Ltd. The Company issued an aggregate of 34,678,541 Units at a price of $0.22 per Unit for gross
proceeds of $7,629,279.02.
Each Unit consists of one common share of the Company and one non-transferable common share purchase
warrant (a " Warrant"). Each Warrant entitle s the holder to acquire one common share of the Company at a
price of C$0.30 per share for a period of 36 months following the issue of the Warrant.
In consideration for their services, the Company has paid to certain finders cash finders' fees totaling
$399,808.74 and issued 999,130 broker warrants having the same terms as the Warrants. Subject to TSX
Venture Exchange approval, one finder will receive 204,000 finder units in lieu of the cash and broker warrant
fees. Each finder unit will bear the same terms as the Units.
The proceeds from the Private Placement are expected to be used by the Company to purchase underground
equipment for its Zimapan property and for general working capital and corporate purposes.
The securities issued under the first tranche of the Private Placement are subject to a four month hold period
expiring on February 8, 2021 in addition to such ot her restrictions as may apply under applicable securities
laws of jurisdictions outside of Canada.
Upsize of Private Placement
The Company is also pleased to announce that due to strong investor demand it has further increased the size
of the Private Pla cement to up to 45,454,545 Units for aggregate gross proceeds of up to CDN$10.0 million,
leaving up to an additional 10,776,004 Units that may be issued in one or more tranches . Closing of the
remaining tranche (s) of the Private Placement is anticipated t o occur on or before October 14, 2020 and is
subject to the receipt of applicable regulatory approvals including approval of the TSX Venture Exchange.
The Company may pay a finder's fee to arm's -length finders in connection with the issue and sale of any or all
of the securities under the remaining tranche(s) of the Private Placement.
This press release shall not constitute an offer to sell or solicitation of an offer to buy the securities in
any jurisdiction. The securities will not be and have not been registered under the United States
Securities Act of 1933 and may not be offered or sold in the United States absent registration or
applicable exemption from the registration requirements.
About Palisades Goldcorp Ltd.
Palisades Goldcorp is Canada's re source focused merchant bank. Palisades' management team has a
demonstrated track record of making money and is backed by many of the industry's most notable financiers.
With junior resource equities valued at generational lows, management believes the sec tor is on the cusp of a
major bull market move. Palisades is positioning itself with significant stakes in undervalued companies and
assets with the goal of generating superior returns.
About Santacruz Silver Mining Ltd.
Santacruz is a Mexican focused s ilver company that currently owns and operates the Rosario Project. The
Company also owns 100% of Carrizal Mining S.A. de C.V. Carrizal Mining holds a 20% working interest in the
Company’s Veta Grande Project and has the right to operate the Zimapan Mine until December 31, 2020
under a mining lease agreement. On July 28, 2020 the Company announced that it had reached agreement
with Minera Cedros, S.A. de C.V. (“Minera Cedros”), a wholly owned subsidiary of IndustriasPeñoles, S.A.B.
de C.V., to acquire ou tright the Zimapan Mine for US$20 .0 million (plus applicable IVA of US$3.2 million ),
subject to a number of conditions, including receipt of all necessary regulatory approvals including approval of
the TSX Venture Exchange (" TSXV") to the transaction which will constitute a "Fundamental Acquisition"
pursuant to TSXV Policy 5.3.
The Company also has rights to two exploration properties, the Minillas property and Zacatecas properties as
well as the Veta Grande Project where mining operations are currently suspended.
The Company is managed by a technical team of professionals with proven track records in developing,
operating and discovering silver mines in Mexico. Our corporate objective is to b ecome a mid -tier si lver
producer.
‘signed’
Arturo Préstamo Elizondo,
Executive Chairman
For further information please contact:
Arturo Prestamo
Santacruz Silver Mining Ltd.
Email: [email protected]
Telephone: (604) 569-1609
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.
The information in this news release under the section titled "About Palisades Goldcorp Ltd." was provided by
management of Palisades Goldcorp Ltd.
Forward looking information
Certain statements contained in this news release constitute "forward -looking information" as such term is
used in applicable Canadian securities laws , including statements relating to the Company's plans to conduct
the Private Placement , the agreement with Minera Cedros and the acquisition of the Zimapan Mine by the
Company. Forward-looking information is based on plans, expectations and estimates of man agement at the
date the information is provided and is subject to certain factors and assumptions. In making the forward -
looking statements included in this news release, the Company has applied several material assumptions,
including that the Company's f inancial condition and development plans do not change as a result of
unforeseen events, that the Company will receive all required regulatory approvals and that future metal prices
and the demand and market outlook for metals will remain stable or improve . Forward -looking information is
subject to a variety of risks and uncertainties and other factors that could cause plans, estimates and actual
results to vary materially from those projected in such forward -looking information. Factors that could cause
the forward-looking information in this news release to change or to be inaccurate include, but are not limited
to, failure of the Private Placement to be arranged on the proposed terms or at all; unanticipated delays in
obtaining or failure to obtain regu latory or stock exchange approvals; the risk that any of the assumptions
referred to above prove not to be valid or reliable; there can be no assurance that the Company will be
successful in completing the acquisition of the Zimapan Mine (including obtaini ng the necessary funding); risk
of delays or inability to obtain the approval of the TSXV to the acquisition of the Zimapan Mine; market
conditions and volatility and global economic conditions , including increased volatility and potentially negative
capital raising conditions resulting from the continued COVID -19 pandemic and risks relating to the extent and
duration of such pandemic and its impact on global markets ; risk of delay and/or cessation in planned work or
changes in the Company's financial condi tion and development plans; risks associated with the interpretation
of data (including in respect of the third party mineralized material) regarding the geology, grade and continuity
of mineral deposits; the uncertainty of the geology, grade and continuit y of mineral deposits and the risk of
unexpected variations in mineral resources, grade and/or recovery rates; risks related to gold, silver, base
metal and other commodity price fluctuations; risks relating to environmental regulation and liability; the
possibility that results will not be consistent with the Company's expectations, as well as the other risks and
uncertainties applicable to mineral exploration and development activities and to the Company as set forth in
the Company's continuous disclosure filings filed under the Company's profile at www.sedar.com. There can
be no assurance that any forward -looking information will prove to be accurate, as actual results and future
events could differ materially from th ose anticipated in such statements. Accordingly, the reader should not
place any undue reliance on forward -looking information or statements. The Company undertakes no
obligation to update forward-looking information or statements, other than as required by applicable law.