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Silver Viper Minerals Corp. (TSXV: VIPR) (OTCQB: VIPRF) ("Silver Viper" or the "Company") announces that the Company intends to undertake a non-brokered private placement financing (the "Offering") to raise gross proceeds of up to $12,000,000 from the sale of up to 15,000,000 units ("Units") at a price of $0.80 per Unit, each Unit consisting of one common share of the Company (each, a "Share") and one warrant (each, a "Warrant"). Each Warrant will entitle the holder thereof to acquire one Share from the Company at a price of $1.20 per Share for a period of 24 months from their date of issue.
The expiry date of the Warrants may be accelerated by the Company at any time following the Closing Date and prior to the expiry date of the Warrants if the volume-weighted average trading price of the Company's common shares is greater than C$1.40 for any 20 consecutive trading days (an "Acceleration Event"). Following an occurrence of an Acceleration Event, the Company may accelerate the expiry date of the Warrants by issuing a press release announcing the acceleration of the expiry date of the Warrants, following which the Warrants will expire on a date not less than the 20th calendar day after the date of such press release.
The Company intends to use the net proceeds from the Offering for working capital requirements and other general corporate purposes.
The Offering is anticipated to close on or about December 10, 2025. The closing of the Offering is subject to certain conditions, including the approval of the TSX Venture Exchange and certain other conditions customary for a private placement of this nature. All securities issued pursuant to the Offering will be subject to a statutory four month and one day hold period from their respective date of issue.
The Company may pay a finder's fee in respect of those purchasers under the Offering introduced to the Company by certain persons (each a "Finder"). Each Finder will receive a cash payment equal to 6% of the gross proceeds received by the Company from purchasers under the Offering who were introduced to the Company by such Finder.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release is not an offer or a solicitation of an offer of securities for sale in the United States, nor will there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Silver Viper Minerals
Silver Viper Minerals Corp. (TSX-V: VIPR; OTCQB: VIPRF) is a Canadian-based junior mineral exploration company focused on advancing precious-metals projects in Mexico. The Company's portfolio includes the La Virginia Gold-Silver Project in Sonora, the Cimarron Gold-Copper Project in Sinaloa, and the recently announced Coneto Silver-Gold Project acquisition, collectively representing a strong pipeline of district-scale exploration opportunities within Mexico's prolific silver belt.
ON BEHALF OF THE BOARD OF DIRECTORS
Steve Cope
President & CEO
Forward-Looking Information
This news release may contain forward-looking statements, including statements with respect to the terms of the Offering, including the Acceleration Right (and any exercise thereof), the receipt of regulatory approvals for the Offering, closing of the Offering and use of proceeds of the Offering. These statements reflect management's current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Such factors include, among other things: risks and uncertainties relating to exploration and development, the ability of the Company to obtain additional financing, the need to comply with environmental and governmental regulations, fluctuations in the prices of commodities, operating hazards and risks, competition and other risks and uncertainties, including those described in the Company's financial statements, management discussion and analysis and/or annual information form available on www.sedar.com. The risk factors identified in such documents are not intended to represent a complete list of factors that could affect the Company. Actual results may differ materially from those currently anticipated in such statements and the Company undertakes no obligation to update such statements, except as required by law.
Neither 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.
SOURCE Silver Viper Minerals Corp.
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