Original News Release
Regency Silver arranges $1.5-million private placement
Mr. Bruce Bragagnolo reports
REGENCY SILVER ANNOUNCES $1.5 MILLION BROKERED PRIVATE PLACEMENT LED BY CENTURION ONE CAPITAL
Regency Silver Corp. has entered into an agreement with Centurion One Capital Corp., as lead agent and sole bookrunner, in connection with a brokered private placement to raise up to $1.5-million through the sale of up to 30 million units at an issue price of five cents per unit on a commercially reasonable efforts basis. Each unit shall consist of one common share in the capital of the company and one-half of one share purchase warrant. Each full warrant shall entitle the holder thereof to purchase one share at a price of 10 cents for a period of 24 months from the closing date (as defined herein).
The gross proceeds of the offering will be used for drilling on the company's Dios Padre project in Sonora, Mexico, and general working capital purposes.
The proposed drill program is a follow-up to two successful drill programs at Dios Padre. Previous drill results have included 38 metres (m) of 7.36 grams per tonne (g/t) gold in hole REG 23-21, 36 m of 6.84 g/t gold, 0.88 per cent copper and 21.8 g/t silver in hole REG 22-01, and 29.4 m of 6.32 g/t gold in hole REG 23-14. The Dios Padre high-sulphidation gold project is part of the late Cretaceous to early Paleogene Laramide magmatic arc and associated porphyry Cu-Au (copper-gold) deposits that span from New Mexico southward into Sinaloa, Mexico (Buenavista del Cobre, La Caridad, Orisyvo). A new gold system of its style in the region, the property remains largely untested for additional gold, silver and Cu-Au porphyry-style mineralization (see news releases dated July 19, 2024, and Nov. 2, 2023).
It is anticipated that certain insiders of the company, the lead agent and certain affiliates may acquire units in the offering in amounts up to approximately 50 per cent of the offering. Any participation by insiders in the offering will constitute a related party transaction, as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The company expects such participation will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the units subscribed for by the insiders, nor the consideration for the units paid by such insiders, is expected to exceed 25 per cent of the company's market capitalization.
In connection with the offering, commissions will be payable in accordance with the policies of the TSX Venture Exchange.
The offering is expected to close on or around Aug. 22, 2025, or such other date as agreed upon between the company and the lead agent, and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the exchange. The securities to be issued under the offering will have a hold period of four months and one day from the closing date.
The company further announces that it will undergo a consolidation of its issued and outstanding common shares at a ratio of one postconsolidation common share for two preconsolidation common shares, subject to approval of the exchange and confirmation that the offering will complete. Closing of the offering will be subject to the prior implementation of the consolidation. The issue price, exercise price of the warrants and securities issuable pursuant to the offering will be adjusted to reflect the prior implementation of the consolidation.
The issue price of the offering will be five cents per unit on a preconsolidation basis and 10 cents per unit on a postconsolidation basis. Each full warrant share will be exercisable at a price of 10 cents on a preconsolidation basis and 20 cents on a postconsolidation basis for a period of 24 months from the closing date (as defined herein).
The units to be issued under the offering will be offered by way of private placement in each of the provinces and territories of Canada, in the United States pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended, and in jurisdictions outside of Canada and the United States mutually agreed by the company and the lead agent, provided it is understood that no prospectus filing, registration or comparable obligation arises in such other jurisdiction.
Technical information
The technical information contained in this news release has been reviewed by company director Michael Tucker, PGeo, who is recognized as a qualified person under the guidelines of National Instrument 43-101. Mr. Tucker is a director of the company and for that reason is not considered independent. Mr. Tucker has read and approved the technical contents of this news release.
About Regency Silver Corp.
Regency Silver is a Canadian resource company exploring for high-grade gold, copper and silver in Mexico. Regency Silver is led by a team of experienced professionals with expertise in both exploration and production. Regency's flagship project is the high-grade Dios Padre project in Sonora, Mexico, where Regency has made a large, high-grade gold-copper-silver discovery, which appears to be a large magmatic-hydrothermal system that widens at depth. Drill results have included 38 metres of 7.36 g/t gold in hole REG 23-21, 36 metres of 6.84 g/t gold, 0.88 per cent copper and 21.8 g/t silver in hole REG 22-01, and 29.4 m of 6.32 g/t gold in hole REG 23-14.
About Centurion One Capital Corp.
Centurion One is the premier independent investment banking firm dedicated to fuelling the growth and success of growth companies in North America. With an unwavering commitment to delivering comprehensive financial solutions and strategic guidance, Centurion One is a trusted strategic partner and catalyst to propel issuers to unlock their full potential. Its team comprises seasoned professionals who combine extensive financial expertise with deep knowledge of various sectors. Centurion One takes a pro-active and results-driven approach, working closely with its clients to develop tailored strategies and execute transactions that maximize value and drive long-term success.
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