Silver Storm Announces Closing of Second and Final Tranche of Oversubscribed Non-Brokered Private Placement Offering, Including $3 Million Investment by Eric Sprott
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES
TORONTO, April 11, 2024--(BUSINESS WIRE)--Silver Storm Mining Ltd. ("Silver Storm" or the "Company") (TSX.V: SVRS | FSE: SVR), is pleased to announce that on April 10 the Company closed the second and final tranche (the "Second Tranche") of its previously announced and oversubscribed non-brokered private placement offering (the "Offering") (see news releases dated March 13, 2024, April 2, 2024, April 5, 2024 and April 9, 2024). Under the Second Tranche, the Company issued 42,114,091 units of the Company (each, a "Unit") at a price of $0.11 per Unit for gross proceeds of $4,632,550. In aggregate under the Offering, the Company issued 55,454,546 Units at a price of $0.11 per Unit for gross proceeds of $6,100,000. The Second Tranche included a $3.0 million investment from current significant shareholder by Eric Sprott.
Each Unit consists of one common share of the Company (a "CommonShare") and one half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant is exercisable to acquire one (1) additional Common Share at an exercise price of C$0.16 for a period of 24 months from the date of issuance (the "Expiry Date").
The Company intends to use the net proceeds of the Offering to advance drilling at La Parrilla, to perform technical studies for a potential restart in 2025, and to fund ongoing operations. The Offering is subject to final approval from the TSX Venture Exchange (the "TSXV").
In connection with the Offering, the Company paid certain finders, including: Richardson Wealth Limited, Canaccord Genuity Corp., PowerOne Capital Markets Limited, CM Equity AG, Leede Jones Gable Inc., Haywood Securities Inc., Red Cloud Securities Inc., Jemini1 Finance Inc., and BMO Nesbitt Burns Inc., the following finders fees: (1) a cash commission in the aggregate amount of $231,502, being up to 7.0% of the gross proceeds raised under the Offering from investors introduced to the Company by such finders, and, (2) 1,127,515 non-transferable common share purchase warrants of the Company ("Finders’ Warrants"), being equal to 7.0% of the Units sold under the Offering from investors introduced to the Company from such finders. Each Finder’s Warrant entitles the holder to purchase one Common Share at a price of $0.11 for a period of 24 months from the date of issuance.
The Units were offered by way of private placement pursuant to exemptions from prospectus requirements under applicable securities laws. The securities issued and issuable pursuant to the Offering are subject to a four month and one day hold period from the date of issuance. The Warrants and Finders’ Warrants will not be listed for trading.
Early Warning and MI 61-101 Disclosure
Eric Sprott, through 2176423 Ontario Ltd., a corporation beneficially owned by him, acquired 27,272,727 Units pursuant to the Offering for total consideration of $2,999,999.97. Prior to the Offering, Mr. Sprott beneficially owned or controlled 41,604,282 common shares of the Company representing approximately 9.2% of the outstanding common shares of the Company on a non-diluted basis. As a result of the Offering, Mr. Sprott now beneficially owns or controls 68,877,009 common shares and 13,636,363 common share purchase warrants of the Company representing approximately 15.2% on a non-diluted basis and 17.7% on a fully diluted basis assuming the exercise of such Warrants.
The securities are held for investment purposes. Mr. Sprott has a long-term view of the investment and may acquire additional securities including on the open market or through private acquisitions or sell the securities 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 the early warning report with respect to the foregoing will appear on Silver Storm’s profile on SEDAR+ at www.sedarplus.ca and may also be obtained by calling Mr. Sprott’s office at (416) 945-3294 (2176423 Ontario Ltd., 7 King Street East, Suite 1106, Toronto Ontario M5C 3C5).
The participation of Mr. Sprott, an insider of the Company, in the Second Tranche constitutes a "related party transaction" under the policies of the TSXV and within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Notwithstanding the foregoing, the directors of the Company have determined that the Mr. Sprott's participation in the Offering will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on the exemptions set forth in sections 5.5(a) and 5.7(1)(a), respectively, of MI 61-101, as neither the fair market value of the shares purchased on behalf of Mr. Sprott nor the consideration paid by him exceeds 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing of the Offering as the participation by Mr. Sprott was not settled until shortly prior to closing and the Company wished to close on an expedited basis for sound business reasons.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, or applicable state securities laws, and may not be offered or sold to persons in the United States absent registration or an exemption from such 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 Silver Storm Mining Ltd.
Silver Storm Mining Ltd. holds advanced-stage silver projects located in Durango, Mexico. Silver Storm recently completed the acquisition of 100% of the La Parrilla Silver Mine Complex, a prolific operation which is comprised of a 2,000 tpd mill as well as five underground mines and an open pit that collectively produced 34.3 million silver-equivalent ounces between 2005 and 2019. The Company also holds a 100% interest in the San Diego Project, which is among the largest undeveloped silver assets in Mexico. For more information regarding the Company and its projects, please visit our website at www.silverstorm.ca.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
Certain statements in this news release are forward-looking and involve a number of risks and uncertainties. Such forward-looking statements are within the meaning of the phrase ‘forward-looking information’ in the Canadian Securities Administrators’ National Instrument 51-102 – Continuous Disclosure Obligations. Forward-looking statements are not comprised of historical facts. Forward-looking statements include estimates and statements that describe the Company’s future plans, objectives or goals, including words to the effect that the Company or management and Qualified Persons (in the case of technical and scientific information) expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to the Company, the Company provides no assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward-looking information in this news release includes, but is not limited to, the intended use of proceeds of the Offering, receipt of final TSXV approval of the Offering, the future exploration performance at La Parrilla, the timing and extent of current and future drill programs, and the ability to eventually place the La Parrilla Complex back into production.
In making the forward-looking statements included in this news release, the Company have applied several material assumptions, including that the Offering will close on the anticipated terms or at all; that the Units will have the anticipated terms; that the Company will use the net proceeds of the Offering as anticipated; that the Company will receive all necessary approvals in respect of the Offering, the Company′s financial condition and development plans do not change because of unforeseen events, and management’s ability to execute its business strategy and no unexpected or adverse regulatory changes with respect to La Parrilla. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of the Company to control or predict, that may cause the Company’s actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out herein.
Such forward-looking information represents managements and Qualified Persons (in the case of technical and scientific information) best judgment based on information currently available. No forward-looking statement can be guaranteed, and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information.
