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Tier One Silver Inc. (TSXV: TSLV,OTC:TSLVF) (OTCQB: TSLVF) ("Tier One" or the "Company") announces it is conducting a private placement financing to a small group of arm's-length investors which include institutional investors, targeting 70,000,000 units of the Company (each, a "Unit") at an offering price of C$0.08 per Unit (the "Unit Price") for gross proceeds to the Company of approximately C$5.6 million (the "Offering"). Each offered Unit consists of one common share of the Company (a "Share") and one full common share purchase warrant of the Company (each, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one common share of the Company at a price of C$0.11 at any time on or before the date which is 36 months after the closing date of the Offering (the "Closing Date").
The proposed use of proceeds from the Offering is to fund project exploration, new project investigation as well as general working capital.
In accordance with applicable securities laws, the Shares, Warrants and any additional Shares issued on exercise of the Warrants will be subject to a four-month and one day hold period in Canada from the date of closing of the Offering. The Warrants issued to certain of the investors will contain a restriction precluding their exercise to the extent that the holder would as a consequence of exercise exceed 9.99% of issued shares. Accordingly, no new insiders will result from the Offering.
Closing of the Offering is anticipated to occur on or about September 8, 2025, subject to the receipt of investor documentation, funds and TSX Venture Exchange ("TSXV") approval. The Company will pay a customary finder's fee in cash and non-transferable broker warrants in compliance with the policies of the TSXV.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the 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 State in which such an offer, solicitation or sale would be unlawful.
About Tier One Silver
Tier One Silver is an exploration company focused on creating value for shareholders and stakeholders through the discovery of world-class silver, gold and copper deposits in South America. The Company is focused on its flagship exploration project, Curibaya, but continues to investigate other potential projects of merit. The Company's management and technical teams have a strong track record in raising capital, discovery and monetization of exploration success.
ON BEHALF OF THE BOARD OF DIRECTORS OF Tier One Silver Inc.
Peter Dembicki President, CEO and Director
For further information on Tier One Silver Inc., please contact the Company at (778) 729-0700 or visit the Company's website: www.tieronesilver.com
Capital Markets Contact:
Julia Becker
Julia.becker@tieronesilver.com
Forward Looking Information and General Cautionary Language
This news release contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation (collectively, "forward-looking statements") that relate to the Company's current expectations and views of future events in connection with the planned financing. Forward-looking statements are not historical facts and therefore may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be heavily relied upon. These statements speak only as of the date of this news release. In particular, and without limitation, this news release contains forward-looking statements in regard to the size, closing and use of proceeds of the Offering.
Readers should refer to the risks discussed in the Company's Annual Information Form and Management's Discussion & Analysis for the year ended December 31, 2023, and subsequent continuous disclosure filings with the Canadian Securities Administrators available at www.sedarplus.ca.
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.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/265031
