Santacruz Anounces Closing of Second and Final Tranche of Previously Announced Private Placement for CDN$10.00 Million with a Lead Order from Palisades Goldcorp
TSX.V: SCZ
FSE: 1SZ
October 16, 2020
Santacruz Anounces Closing of Second and Final Tranche of Previously Announced Private
Placement for CDN$10.00 Million with a Lead Order from Palisades Goldcorp
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 second and final tranche of its non-brokered private placement offer ing
previously announced on September 21st, and upsized on September 30th and October 7th 2020 (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 10,748,922 Units at a price of $0.22 per Unit for gross proceeds of
$2,364,762.84 in the second tranche. Between the first and the second tranche t he Company issued an
aggregate of 45,427,463 Units for gross proceeds of approximately $10 million.
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 in connection with the first and/or second tranche of the Private Placement ,
the Company has paid to certain finders cash finders' fees totaling $ 499,708.75, issued 2,544,130 broker
warrants having the same terms as the Warrants and issued 204,000 finder units having 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 second tranche of the Private Placement are subject to a four month hold
period expiring on February 16, 2021 in addition to such other restrictions as may apply under applicable
securities laws of jurisdictions outside of Canada.
Directors and officers of the Company purchased an aggregate of 2,272,727 Units under the second tranche
of the Private Placement constituting, to that extent, a "related party transaction" under Multilateral Instrument
61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The insider participation
in the Private Placement is exempt from the formal valuation and minority shareholder approval requirements
of MI 61-101.
The Company did not file a material change report more than 21 days before the expected closing of the first
tranche of the Private Placement, as the details and amounts of the insider participation were not finalized until
closer to the closing and the Company wish ed to close the transaction as soon as practicable for sound
business reasons.
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 reg istered 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 resour ce 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 sector 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 silve r 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 unt il 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 outrig ht 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 wil l 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 Palisade s 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 TSXV's final approval of 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 managemen t 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 financi al 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. For ward-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, unanticipated delays in obtaining or failure to obtain final TSXV approval of the Private Placement;
unanticipated delays in obtaining or failure to obtain regulatory 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 (inc luding obtaining 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 f inancial condition 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 continuity 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 li ability; 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 continu ous 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 mate rially from those 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.