AbraSilver Resource Corp. (TSXV: ABRA)
(“
AbraSilver” or the “
Company”)
is pleased to announce that it has entered into an agreement with
National Bank Financial Inc. and Beacon Securities Limited, acting
as co-bookrunners, and on behalf of a syndicate of underwriters
(collectively, the “
Underwriters”), pursuant to
which the Underwriters have agreed to purchase, on a “bought deal”
basis, 8,550,000 common shares of the Company (the “
Common
Shares”) at a price of $2.55 per Common Share (the
“
Issue Price”), for aggregate gross proceeds of
$21,802,500 (the “
Offering”). The Underwriters
will have an option to purchase up to an additional 15% of the
Common Shares issued under the Offering at the Issue Price to cover
over allotments, exercisable in whole or in part, at any time until
30 days after the closing of the Offering.
In addition to and concurrent with the Offering,
the Company intends to complete a private placement offering (the
“Concurrent Private Placement”) of up to
10,434,062 Common Shares of the Company at the Issue Price for
gross proceeds of up to $26,606,858.10 in connection with the
exercise of a participation right held by an affiliate of Central
Puerto SA (“Central Puerto”) and Kinross Gold
Corporation (“Kinross”). In connection with the
Concurrent Private Placement, the Company has entered into a
binding subscription agreement with Central Puerto, pursuant to
which Central Puerto has agreed to purchase 9,701,157 Common
Shares, which is expected to increase Central Puerto’s ownership
interest to approximately 9.9% of the issued and outstanding Common
Shares, on a non-diluted basis. Kinross also holds a participation
right and is expected to elect to participate in the Concurrent
Private Placement to maintain its current ownership position.
Should the Over-Allotment Option be exercised, Kinross and Central
Puerto will have the option to purchase additional Common Shares
under the Concurrent Private Placement in accordance with the terms
of their participation right. The Common Shares sold pursuant to
the Concurrent Private Placement will be subject to a hold period
of four months plus one day from the closing date of the Concurrent
Private Placement. The closing of the Concurrent Private Placement
is expected to occur concurrently with or shortly following the
closing of the Offering and is subject to the Company receiving all
necessary approvals, including the conditional approval from the
TSX Venture Exchange.
John Miniotis, President and CEO, commented, “We
are truly delighted to announce this $48.4 million financing,
providing us with immense financial flexibility to accelerate the
development of our Diablillos project and continue unlocking its
full potential. The strong support from both institutional
investors and strategic partners reinforces confidence in our
vision and the long-term value of our assets. With this financing,
we are extremely well-positioned to achieve all key development
milestones and create significant value for all our
shareholders.”
The net proceeds of the Offering will be used to
fund the continued advancement of the 100%-owned Diablillos
silver-gold project in the Salta province of Argentina and for
general corporate purposes.
The closing date of the Offering is expected to
occur on or about February 7, 2025, and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals, including the conditional approval from the
TSX Venture Exchange.
The Common Shares will be offered publicly in
all provinces and territories of Canada, except Quebec and Nunavut,
by way of a prospectus supplement (the “Prospectus
Supplement”) to the Company’s short form base shelf
prospectus dated April 14, 2023 (the “Base Shelf
Prospectus”) and may be offered on a private placement
basis to “qualified institutional buyers” in the U.S. using Rule
144A or such other exemption as not to require registration; and,
in accordance with applicable securities laws, any other
jurisdictions that would not require the filing of a prospectus,
registration statement, offering memorandum or similar document and
would not result in the Company having any reporting or other
obligation in such jurisdiction.
Access to the Prospectus Supplement, the Base
Shelf Prospectus and any amendment to such documents is provided in
accordance with securities legislation relating to the procedures
for providing access to a shelf prospectus supplement, a base shelf
prospectus and any amendment. The Base Shelf Prospectus is, and the
Prospectus Supplement will be (within two business days from the
date hereof), accessible on SEDAR+ at www.sedarplus.com. An
electronic or paper copy of the Prospectus Supplement, Base Shelf
Prospectus, and any amendment to such documents may be obtained,
without charge, from National Bank Financial Inc., by phone at
(416) 869-8414 or by e-mail at NBFSyndication@bnc.ca by providing
the contact with an email address or address, as applicable.
About AbraSilver
AbraSilver is an advanced-stage exploration
company focused on rapidly advancing its 100%-owned Diablillos
silver-gold project in the mining-friendly Salta and Catamarca
provinces of Argentina. The current Proven and Probable Mineral
Reserve estimate for Diablillos, consists of 42.3 Mt grading 91 g/t
Ag and 0.81 g/t Au, containing approximately 124 Moz silver and 1.1
Moz gold, with significant further exploration upside potential. In
addition, the Company has entered into an earn-in option and joint
venture agreement with Teck on the La Coipita project, located in
the San Juan province of Argentina. AbraSilver is listed on the
TSX-V under the symbol “ABRA” and in the U.S. on the OTCQX under
the symbol “ABBRF.”
For further information please visit the
AbraSilver Resource website at www.abrasilver.com, our LinkedIn
page at AbraSilver Resource Corp., and follow us on Twitter at
www.twitter.com/abrasilver
Alternatively please contact:
John Miniotis, President and
CEOinfo@abrasilver.comTel: +1 416-306-8334
Cautionary Note Regarding
Forward-Looking Information
This news release includes certain
“forward-looking statements” under applicable Canadian securities
legislation, including in respect of the Offering, the Concurrent
Private Placement, the expected closing date, the use of net
proceeds thereof and the expected graduation to the TSX.
Forward-looking statements are necessarily based upon a number of
estimates and assumptions that, while considered reasonable, are
subject to known and unknown risks, uncertainties, and other
factors which may cause the actual results and future events to
differ materially from those expressed or implied by such
forward-looking statements. All statements that address future
plans, activities, events or developments that the Company
believes, expects or anticipates will or may occur are
forward-looking information. There can be no assurance that such
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on
forward-looking statements. When considering this forward-looking
information, readers should keep in mind the risk factors and other
cautionary statements in the Company’s disclosure documents filed
with the applicable Canadian securities regulatory authorities on
SEDAR+ at www.sedarplus.ca. The risk factors and other factors
noted in the disclosure documents could cause actual events or
results to differ materially from those described in any
forward-looking information. The Company disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by law.
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 news release.
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