Silver Spruce Announces Non-brokered Financing of up to $1,000,000

On December 3, 2025, Silver Spruce Resources announced a non-brokered private placement to raise gross proceeds of up to $1,000,000. The financing will consist of up to 10,000,000 units at a price of $0.10 per unit. Each unit comprises one common share and one common share purchase warrant. Each warrant entitles the holder to purchase one additional common share at an exercise price of $0.15 for a period of 36 months from the date of issuance.

The proceeds will be used for exploration on the company's mineral projects and for general working capital purposes.

This financing announcement is critical for the company's survival. A review of Silver Spruce's financial statements from the past year reveals a company on the brink of insolvency. As of the last filing for the period ending July 31, 2025, the company had only ~$31,000 in cash against current liabilities of ~$597,000, resulting in a working capital deficit of over half a million dollars. Without this capital injection, the company cannot meet its obligations or fund any meaningful exploration.

While the financing is essential, its terms reflect a position of extreme weakness. - Discount to Market: The $0.10 issue price represents a significant discount to the ~$0.14 price the stock was trading at just prior to the announcement. - Full Warrant: The inclusion of a full, three-year warrant with an exercise price ($0.15) at the current market price is a major sweetener required to attract capital. This is highly dilutive to existing shareholders. - Context of Consolidation: This financing comes just one month after the company completed a 15-for-1 share consolidation (rollback) in early November 2025. Share consolidations are typically executed by struggling companies to regain compliance with exchange listing requirements or to make a low-priced stock more appealing for financing.

The rating is "Routine - Positive" because for a junior explorer in this financial condition, a "keep the lights on" financing is a routine event. It is positive only in the sense that the alternative is bankruptcy. For existing shareholders, this is materially negative news due to the significant dilution at a discounted price, following on the heels of a major rollback that has already destroyed significant shareholder value. Assuming the financing is successful, it will remove the immediate insolvency risk and allow the company to advance its recently consolidated flagship project, Jackie.

Silver Spruce is a junior exploration company that has recently rationalized its asset portfolio to focus on precious and base metals projects. - Flagship Project (Jackie): The primary focus is now the 100%-owned Jackie Au-Ag project in Sonora, Mexico. The company consolidated its ownership in 2025 by acquiring the remaining 50% from Colibri Resource Corp. The project is an early-stage epithermal target with encouraging surface rock chip samples grading up to 9.65 g/t Au and 514 g/t Ag. The company plans to advance the project with trenching and a maiden drill program. - Other Projects: - Pino de Plata (Mexico): An option to earn 100% of a silver project in Chihuahua. The company recently renegotiated the terms to reduce future cash outlays, but the project is stalled pending a landowner access agreement. - Melchett Lake (Canada): A 100%-owned polymetallic (Zn-Ag-Au-Cu) project in Ontario. - Divested Projects: In 2025, the company dropped its option on the Mystery Gold project in Newfoundland and relinquished its interest in the Diamante project JV in Mexico to focus its limited capital.