NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, Canada - April 12, 2022 – Tier One Silver Inc. (TSXV: TSLV, OTCQB: TSLVF) (“Tier One” or the “Company”) is pleased to announce that it has entered into an agreement with Red Cloud Securities Inc. (“Red Cloud” or the “Agent”) to act as sole agent and bookrunner on a “best efforts” basis for a public offering (the “Offering”) of 9,231,000 units of the Company (each, a “Unit”) at a price of C$0.65 per Unit (the “Unit Price”) for gross proceeds to the Company of C$6,000,150.
Each Unit shall consist of one common share of the Company and one half of one common share purchase warrant of the Company (each whole warrant, a “Warrant”). Each Warrant shall entitle the holder thereof to purchase one common share of the Company at a price of C$1.00 at any time on or before the date which is 24 months after the closing date of the Offering.
The Company has granted to the Agent an option, exercisable for a period of 30 days after and including the closing date of the Offering, to sell up to that number of additional Units equal to 15% of the number of Units sold pursuant to the Offering at the Unit Price to cover over-allotments, if any, and for market stabilization purposes.
The Company plans to use the net proceeds of the Offering for the exploration and advancement of the Company’s projects in Peru, which includes its flagship Curibaya project, and for general working capital purposes.
The Units will be offered, on a marketed basis, by way of a short form prospectus filed in British Columbia, Alberta and Ontario. The Offering is scheduled to close on or around April 27, 2022, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities. A copy of the Preliminary Prospectus is available at www.sedar.com.
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 offer, solicitation or sale would be unlawful.
ON BEHALF OF THE BOARD OF DIRECTORS OF TIER ONE SILVER INC.
President, CEO and Director
For further information on Tier One Silver Inc., please contact Natasha Frakes, Vice President of Communications at (778) 729-0600 or [email protected].
About Tier One
Tier One Silver is an exploration company focused on creating value for shareholders and stakeholders through the discovery of world-class silver, gold and base metal deposits in Peru. The Company’s management and technical teams have a strong track record in raising capital, discovery and monetization of exploration success. The Company’s exploration assets in Peru include: Hurricane Silver, Coastal Batholith, Corisur and the flagship project, Curibaya. For more information, visit www.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. are not historical facts and may be forward-looking statements and 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 Company’s exploration plans, the closing of the Offering and the 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, 2020, and subsequent continuous disclosure filings with the Canadian Securities Administrators available at www.sedar.com.
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