NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN OR INTO THE UNITED STATES
TORONTO, Ontario, November 10, 2023 – Silver Mountain Resources Inc. TSXV:AGMR | OTCQB:AGMRF | BVL:AGMR (“Silver Mountain“, “AGMR” or the “Company“) is pleased to announce that, further to its previous press release dated October 12, 2023, it has closed the initial tranche of an over-subscribed non-brokered private placement of 62,190,000 units of the Company (the “Units“), at a price of USD$0.05 per Unit, for aggregate gross proceeds of USD$3,109,500 (the “Offering“). The Company today issued an aggregate of 58,696,550 Units and the balance of 3,493,450 Units are expected to be issued imminently.
Each Unit is comprised of one (1) class A common share in the capital of the Company (each, a “Common Share“) and one-half of one (1/2) Common Share purchase warrant (each whole warrant, a “Warrant“). Each Warrant is exercisable into one Common Share in the capital of the Company (each, a “Warrant Share“) at a price of USD$0.09 per Warrant Share for a period of 36 months. The Company will pay an aggregate of USD$18,000 in finder’s fees in connection with the Offering.
The Company intends to use the proceeds from the Offering for corporate development and general working capital purposes.
The Common Shares and Warrants, and any securities issuable upon exercise thereof, are subject to a four-month statutory hold period, in accordance with applicable securities legislation.
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. The securities 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 applicable state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration requirements is available.
21,600,000 Units were issued to related parties (within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“)) and such issuances are considered “related party transactions” for the purposes of MI 61-101. Such related party transactions are exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities being issued to the related parties nor the consideration being paid by the related parties exceeded 25% of the Company’s market capitalization. The purchasers of the Units and the extent of such participation were not finalized until shortly prior to the completion of the Offering. Accordingly, it was not possible to publicly disclose details of the nature and extent of related party participation in the transactions contemplated hereby pursuant to a material change report filed at least 21 days prior to the completion of such transactions.