The Company intends to use the net proceeds of the Offering for further exploration work on the Company's projects and for general working capital purposes.
In addition, the Company has granted the Agents an option (the "Agents' Option") to increase the size of the Offering by up to $3,000,060 by giving written notice of the exercise of the Agent's Option, or a part thereof, to the Company at any time up to 48 hours prior to closing of the Offering. If the Agents' Option is exercised in full, the gross proceeds of the Offering will be $23,000,460.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 - Prospectus Exemptions ("NI 45-106"), the Units are being offered for sale to purchasers resident in all provinces of Canada, except Quebec, in reliance on the "listed issuer financing exemption" from the prospectus requirement available under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935 - Exemptions from Certain Conditions of the Listed Issuer Financing Exemptions (the "Listed Issuer Financing Exemption"). The securities offered under the Listed Issuer Financing Exemption will not be subject to a hold period in accordance with applicable Canadian securities laws.
There is an offering document (the "Offering Document") related to the Offering that can be accessed under the Company's profile at www.sedarplus.ca and on the Company's website at www.silver47.ca. Prospective investors should read this Offering Document before making an investment decision.
The Company expects to close the Offering on or about September 16, 2025, or such other date as mutually agreed by the Company and the Agents. The Offering remains subject to the satisfaction of certain conditions including the receipt of all necessary regulatory approvals, and the approval of the TSX Venture Exchange.
The Company has agreed to pay to the Agents a cash commission equal to 6% of the gross proceeds of the Offering, subject to a reduction for orders on a president's list. In addition, the Company has agreed to issue to the Agents broker warrants of the Company exercisable for a period of 36 months, to acquire in aggregate that number of common shares of the Company which is equal to 6% of the number of Units sold under the Offering, subject to a reduction for orders on a president's list, at an exercise price of $0.70.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
About Silver47 Exploration
Silver47 Exploration Corp. is a mineral exploration company, focused on uncovering and developing silver-rich deposits in North America. The Company is creating a leading high-grade US-focused silver developer with a combined resource totaling 236 Moz AgEq at 334 g/t AgEq inferred and 10 Moz at 333 g/t AgEq Indicated. With operations in Alaska, Nevada and New Mexico, Silver47 Exploration is anchored in America's most prolific mining jurisdictions. For detailed information regarding the Company's properties, please refer to the technical reports and other filings available on SEDAR at www.sedarplus.ca.
For more information about the Company, please visit www.silver47.ca.
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On Behalf of the Board of Directors
Mr. Galen McNamara
CEO & Director
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 release.
FORWARD-LOOKING STATEMENTS
This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. "Forward-looking information" includes, but is not limited to, statements with respect to the activities, events or developments that the Company expects or anticipates will or may occur in the future, including the expectation that the Offering will close in the timeframe and on the terms as anticipated by management, that the Offering will be completed at all, and the use of proceeds. Generally, but not always, forward-looking information and statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative connation thereof.
Such forward-looking information and statements are based on numerous assumptions, including among others, that the Company will complete the Offering in the timeframe and on the terms as anticipated by management, and that the Company will receive all regulatory and Exchange approvals. Although the assumptions made by the Company in providing forward-looking information or making forward-looking statements are considered reasonable by management at the time, there can be no assurance that such assumptions will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.
Important factors that could cause actual results to differ materially from the Company's plans or expectations include risks relating to the failure to complete the Offering at all or in the timeframe and on the terms as anticipated by management, market conditions and timeliness of regulatory approvals. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
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