Sierra Madre Announces Closing of Second Tranche of its $57.5 Million Offering

Executive Summary

• Sierra Madre Gold and Silver Ltd. closed the second and final tranche of its brokered private placement, issuing 13,709,576 subscription receipts at $1.30 each for gross proceeds of $17,822,449.
• The combined offering (both tranches) raised a total of $57,500,690, which will be placed in escrow and used to fund the pending acquisition of the Del Toro Silver Mine and related exploration/development activities.
• $17,569,531 of the second‑tranche proceeds were escrowed; 50% of the agents’ fees ($226,036) will be released to the agents if escrow release conditions are satisfied by May 14 2026, otherwise the escrowed funds (minus pro‑rata interest) will be returned to subscription receipt holders.

Key Details

• Second Tranche Issuance: 13,709,576 Subscription Receipts @ $1.30 each → $17,822,449 gross proceeds.
• Total Offering: 44,231,300 Subscription Receipts (first + second tranches) → $57,500,690 gross proceeds, including full exercise of the Agents’ option.
• Lead Agent: Beacon Securities Limited; syndicate includes Canaccord Genuity Corp., BMO Capital Markets, VSA Capital Ltd.
• Escrow Arrangement: $17,569,531 placed in escrow (gross proceeds less 50% of agents’ fees and certain expenses).
• Release Conditions: Must satisfy corporate, shareholder, and regulatory approvals for the Del Toro acquisition by 5:00 p.m. Toronto time on May 14 2026.
• Agents’ Fee: $452,072 cash commission/finance fee; 50% placed in escrow. Remaining $226,036 (plus interest) payable to agents if conditions met.
• Compensation Options to Agents: 346,479 options granted, exercisable at the issue price within 24 months from closing.
• Use of Net Proceeds: Fund completion of the Del Toro acquisition, exploration and development of Del Toro post‑closing, and general working capital.
• Hold Period: Securities subject to a four‑month hold period from the second‑tranche closing, plus any other legal restrictions.
• Regulatory Conditions: Offering remains subject to final approval by the TSX Venture Exchange.

Notable Quotes

“The successful completion of this financing positions Sierra Madre to move forward with the Del Toro acquisition and accelerate our development plans,” – Alexander Langer, President, CEO & Director.