Not for Distribution to United States Newswire Services or for Dissemination in the United States
Vancouver, British Columbia–(Newsfile Corp. – April 4, 2025) – Silver47 Exploration Corp. (TSXV: AGA) (OTCQB: AAGAF) (“Silver47” or the “Company”) is pleased to announce the closing of its previously announced non-brokered private placement (the “Private Placement”), raising gross proceeds of $1,800,000 in the fourth tranche through the issuance of 3,600,000 units (the “Units”) at a price of $0.50 per Unit. The Company issued a total of (i) 18,538,400 Units and (ii) 929,192 flow-through units of the Company (the “FT Units”) at a price of $0.57 per Unit, providing the Company with total gross proceeds of approximately $9.8 million under the Private Placement.
“We are very grateful for the strong support from our existing and new shareholders, which allowed us to increase this private placement from $3 million to $9.8 million,” commented Gary R. Thompson, CEO. “This level of support reflects confidence in our projects and our growth potential. With these funds, we are well-positioned to execute an exciting and productive year of exploration and development at our Red Mountain project in Alaska.”
Each Unit consists of one common share of the Company (the “Common Share”) and one-half of one common share purchase warrant (with each whole warrant being a “Warrant”). Each Warrant entitles the holder to acquire one Common Share at a price of $0.75 within 36 months of issuance.
In connection with the final closing, the Company paid finder’s fees totaling $51,940 in cash, representing 7% of the total proceeds from finders, and issued 103,880 finder’s warrants (the “Finder’s Warrants”), representing 7% of the number of securities sold to subscribers introduced to the Company by the finders. Each Finder’s Warrant is exercisable for one Common Share at an exercise price of $0.75 for a period of 36 months from the date of issuance. The Company paid total finder’s fees of $336,234 in cash and issued 669,158 Finder’s Warrants under the Private Placement.
All securities issued in connection with the Private Placement are subject to a restricted hold period of four months and one day from the date of issuance under applicable Canadian securities legislation. The Private Placement remains subject to final approval by the TSX Venture Exchange (the “TSXV”).
Company Update
Concurrent with the closing of the Private Placement, the Company has granted a total of 2,600,000 stock options (the “Options”) to certain directors, officers, employees, and consultants of the Company. The Options are exercisable for a period of 10 years from the date of grant and will vest in two equal installments, 12 and 24 months from the date of grant. Each vested Option entitles the holder to acquire one Common Share at an exercise price of $0.60. The Options are subject to the terms and conditions of the Company’s equity compensation plan and the policies of the TSXV. Of the Options granted above, 300,000 Options were granted to High Tide Consulting Corp. (“High Tide”), a provider of investor relations services, pursuant to the Contractor Agreement (as defined below).
The Company has engaged High Tide to provide corporate communications, investor relations, and strategic marketing services in compliance with TSXV policies and applicable securities laws. High Tide is expected to increase capital market awareness and understanding of the Company and assist in managing investor communications and expectations through various outreach and marketing programs.
In connection with the engagement of High Tide, the Company and High Tide have entered into an independent contractor agreement (the “Contractor Agreement”). Pursuant to the terms of the Agreement, the Company has agreed to pay High Tide a cash compensation of C$7,500 plus taxes per month and grant 300,000 Options (see above). The Agreement has an initial term of six months and may be terminated by either party on at least 30 days’ written notice.
High Tide is a company based in British Columbia, Canada, that offers a comprehensive range of investor relations and communication services for public and private companies. High Tide is an independent partner of the company. High Tide is neither directly nor indirectly involved in the company or its securities, nor does it have the right or intention to acquire such involvement, unless otherwise stated in this notice. High Tide and its clients may acquire an interest in the company’s securities in the future.
This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of securities in any country in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or the securities laws of any state and may not be offered or sold in the “United States” or to “U.S. persons” (as those terms are defined in Regulation S under the 1933 Act) unless they are registered under the 1933 Act and applicable state securities laws or an exemption from such registration requirements is available.
About Silver47 Exploration Corp.
Silver47 Exploration Corp. is a Canada-based exploration company that owns 100% of three silver and critical metals (polymetallic) exploration projects in Canada and the USA. These projects include the Red Mountain project in south-central Alaska, a silver-gold-zinc-copper-lead-antimony-gallium VMS-SEDEX project. The Red Mountain project hosts an inferred mineral resource estimate of 15.6 million tonnes at 7% ZnEq or 335.7 g/t AgEq, totaling 168.6 million ounces of silver equivalent, as reported in the NI 43-101 technical report dated March 2, 2023. The company also owns the Adams Plateau project in southern British Columbia, a silver-zinc-copper-gold-lead SEDEX-VMS project, and the Michelle project in Yukon Territory, a silver-lead-zinc-gallium-antimony MVT-SEDEX project. Detailed information on resource estimates, assumptions, and technical reports can be found in the NI 43-101 technical report and other documents available on SEDAR at www.sedarplus.ca. The common shares are traded on the TSXV under the ticker symbol AGA.
For more information about the company, please visit www.silver47.ca and review the technical report available on SEDAR+ (www.sedarplus.ca) under the title “Technical Report on the Red Mountain VMS Property Bonnifield Mining District, Alaska, USA with an effective date January 12, 2024, and prepared by APEX Geoscience Ltd.
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On Behalf of the Board of Directors
Mr. Gary R. Thompson, Director and CEO
gthompson@silver47.ca
For Investor Relations
Meredith Eades
info@silver47.ca
778.835.2547
No securities regulatory authority has approved or disapproved the contents of this release. 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 press release contains certain “forward-looking statements” and certain “forward-looking information” as defined under applicable Canadian securities laws. Forward-looking statements and information can generally be identified by the use of forward-looking terminology such as “may”, “will”, “expect”, “intend”, “estimate”, “upon”, “anticipate”, “believe”, “continue”, “plan” or similar terminology. Forward-looking statements and information include, but are not limited to: the anticipated use of proceeds from the private placement; the vesting and exercise of the options; the services to be provided by High Tide pursuant to the agreement with the contractor; the ability to obtain all necessary regulatory approvals; statements relating to existing and future products of the Company; and the Company’s plans and strategies. Forward-looking statements and information are based on forecasts of future results, estimates of amounts not yet determinable and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties and contingencies. 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 herein, and have been developed based on assumptions about such risks, uncertainties and other factors set out herein, including but not limited to: receipt of required regulatory approvals for the private placement; engagement of High Tide on the terms described in the agreement with the contractors; use of proceeds not as expected; vesting and exercise of the options; ability of the Company to implement its business strategies; risks associated with general economic conditions; adverse industry events; stakeholder engagement; marketing and transportation costs; loss of markets; volatility of commodity prices; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favorable terms; industry and government regulation; changes in legislation, income tax and regulatory matters; competition; currency and interest rate fluctuations; and the additional risks identified in the Company’s annual financial statements and accompanying management’s discussion and analysis and other recent public disclosures filed under its issuer profile on SEDAR+, as well as other reports and filings with the TSXV and applicable Canadian securities regulators. Forward-looking information is based on the beliefs, estimates and opinions of management at the time the statements are made, and the Company is under no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws.