Endeavour Silver and Ocean Partners Provide Lead Orders
Guanajuato Silver Company Ltd. (TSX-V:GSVR) (OTCQX:GSVRF) is pleased to announce that it has arranged a non-brokered private placement offering of 15,000,000 units at a price of $0.55 per Unit for estimated gross proceeds of C$8,250,000. Each Unit consists of one common share and one-half of a share purchase warrant, each whole warrant exercisable to purchase one common share at C$0.75 for a period, subject to acceleration, of two years after closing.
Major Stakeholder Support:
The Company would like to acknowledge the ongoing support of our largest shareholder, Endeavour Silver Corp. which continues to provide assistance in the restarting of the El Cubo mine and mill operation, and which has subscribed for 5,750,000 Units (C$3,162,500) of the Offering. Endeavour, which currently owns 21,331,058 shares or approximately 10.37% of the Company prior to the Offering, will own 27,982,282 shares or approximately 12.63% of the Company after giving effect to the Offering (assuming the entire Offering is sold) and the issuance of 901,224 shares to Endeavour in connection with the Company’s early payment of Endeavour’s US$2.5 million promissory note as announced (click here) November 16, 2021.
Additionally, the Company would like to thank Ocean Partners Holdings Ltd. for their subscription and support. As announced on (click here:) Sept. 23, 2021, Ocean Partners has contracted with GSilver to purchase all of our silver and gold concentrate for an 18-month term, commencing in October 2021. Ocean Partners has provided GSilver with a US$1.5M prepayment facility and are now subscribing for 1,000,000 Units (C$550K) of the Offering to become an equity shareholder of the Company.
James Anderson, Chairman & CEO, stated, “The continued financial backing of our largest shareholder and of our metals trading service partner is a major endorsement regarding the quality of our projects and the ability of our management team to execute. We consider it prudent at this time to ensure that GSilver has a healthy balance sheet and financial buffer in place as we move forward with the El Cubo ramp-up.”
Use of Proceeds:
The net proceeds from the Offering will be used to fund the ongoing exploration, development, and expansion of the Company’s El Cubo mine and mill complex and El Pinguico silver and gold project, both located near the city of Guanajuato, Mexico; and for general corporate and working capital purposes.
The Offering is subject to acceptance of the TSX Venture Exchange with an initial closing scheduled for on or about November 30, 2021. All securities issued pursuant to the Offering will be subject to a four month hold period from the date of closing. The Company may pay finder’s fees in cash, shares or warrants or any combination thereof to certain finders in connection with the sale of Units in accordance with the policies of the TSXV.
By virtue of its current shareholdings in GSilver, Endeavour’s acquisition of Units in the Offering constitutes a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. In addition, it is expected that certain directors and/or officers of GSilver will be participating in the Offering. However, the Company expects the participation by Endeavour and such directors and/or officers in the Offering will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101 based on the fact that neither the fair market value of the Units subscribed for by the Insiders, nor the consideration for the Units to be paid by the Insiders, will exceed 25% of the Company’s market capitalization.
The Company will file a material change report in connection with the Offering less than 21 days before the expected closing date of the Offering, which the Company deems reasonable in the circumstances to be able to avail itself of potential financing opportunities and complete the Offering in a timely manner.
About Guanajuato Silver Co. Ltd.:
GSilver mines and processes silver and gold concentrate from its El Cubo mine and mill. The Company continues to delineate additional silver and gold resources through underground drilling at El Cubo and its nearby El Pinguico project. Both projects are located within 11km of the city of Guanajuato, which has an established 480-year mining history.
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We acknowledge the [financial] support of the Government of Canada.