Outcrop Silver arranges $20-million public offering

Mr. Ian Harris reports OUTCROP SILVER ANNOUNCES $20 MILLION PUBLIC OFFERING Outcrop Silver & Gold Corp. has entered into an agreement with BMO Capital Markets, as sole bookrunner, and Research Capital Corp., as co-lead agent, on behalf of a syndicate of agents, in connection with a best efforts, public offering of units of the company for aggregate gross proceeds of up to $20-million at a price of 35 cents per unit. Each unit will comprise one common share of the company and one-half of one common share purchase warrant of the company. Each warrant will entitle the holder thereof to purchase one common share at an exercise price of 55 cents for a period of 24 months following the closing of the offering, subject to adjustment in certain events. At any time following the six-month anniversary of the closing of the offering, if the closing price of the common shares exceeds 75 cents for 20 or more consecutive trading days, the company may, within 10 days following such occurrence, deliver a notice to the holders thereof accelerating the expiry date of the warrants to a date that is 30 days after the date of such notice. The company has granted the agents an option to increase the size of the offering by up to an additional number of units, and/or the components thereof, that in the aggregate would be equal to approximately 15 per cent of the total number of units to be issued under the offering, to cover overallotments, if any, and for market stabilization purposes, exercisable at any time and from time to time up to 30 days following the closing of the offering. The agents will receive from the company a fee equal to 6.0 per cent of the gross proceeds of the offering, including any gross proceeds from the overallotment option. The net proceeds from the offering will be used by the company for exploration and drilling at the Santa Ana project, as well as general working capital purposes. The closing of the offering is expected to occur on or about Oct. 3, 2025, and is subject to the company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange. The units will be offered by way of a prospectus supplement to the company's existing base shelf prospectus filed on Aug. 5, 2025, in all of the provinces and territories of Canada, excluding Quebec and Nunavut, and may also be offered by way of private placement in the United States. About Outcrop Silver & Gold Corp. Outcrop Silver is a leading explorer and developer focused on advancing its flagship Santa Ana high-grade silver project in Colombia. Leveraging a disciplined and seasoned team of professionals with decades of experience in the region. Outcrop Silver is dedicated to expanding current mineral resources through strategic exploration initiatives. At the core of Outcrop Silver's operations is a commitment to responsible mining practices and community engagement, underscoring the company's approach to sustainable development. The company's expertise in navigating complex geological and market conditions enables Outcrop Silver to identify and capitalize on opportunities that enhance shareholder value consistently. With a deep understanding of the Colombian mining landscape and a proven record of successful exploration, Outcrop Silver is well positioned to transform the Santa Ana project into a significant silver producer, making a positive contribution to the local economy and setting new standards in the mining industry. We seek Safe Harbor.