Vancouver, British Columbia--(Newsfile Corp. - June 11, 2025) - Tier One Silver Inc. (TSXV: TSLV) (OTCQB: TSLVF) ("Tier One" or the "Company") is pleased to announce it has filed a listed issuer financing exemption ("LIFE") offering document to enable it to offer, on a private placement basis, securities to raise minimum proceeds of C$4.1 million through the issuance of a minimum 45,555,556 equity units of the Company (the "Units") at a price of C$0.09 per Unit (the "Offering"). Each Unit will be comprised of one common share (a "Share") and one warrant exercisable from the date that is 61 days after the closing of the offering (the "Closing Date") until the date that is 36 months after the Closing Date, at an exercise price of C$0.11 per Share.
The net proceeds from the Offering will be used for exploration of the Company's Curibaya project, to include drilling of the Cambaya target area, and for general corporate and working capital purposes, each as detailed in the Offering Document being concurrently filed at www.sedarplus.ca.
The Units will be offered for sale in each of the provinces of Canada (other than Quebec) pursuant to the LIFE Exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The Company has filed the Form 45-106F19 Offering Document with the securities commissions or similar regulatory authorities in each of the relevant provinces. The Offering Document can be accessed under the issuer's profile at www.sedarplus.ca and at www.tieronesilver.com. Prospective investors should read this Offering Document before making an investment decision.
As the Offering is being completed pursuant to the LIFE Exemption, the Units issued in the Offering will not be subject to a hold period pursuant to applicable Canadian securities laws.
The Closing Date is targeted for on or about June 30, 2025, with the closing being subject to regulatory approvals and customary closing conditions, including listing of the Shares issued and issuable under the Offering and on exercise of any warrants on the TSX Venture Exchange ("TSXV"). Although the Offering is not being brokered, the Company may pay a cash finder's fee equal to 6.0% of the gross proceeds and issue finder's warrants ("Finder's Warrants") equal to 6.0% of the number of Units sold under the Offering to eligible persons who refer participating investors to the Company, where permitted by applicable law and in accordance with the policies of the TSXV. Each Finder's Warrant will have the same terms as the unit warrants.
The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. state securities laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an applicable exemption therefrom. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor may there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
ON BEHALF OF THE BOARD OF DIRECTORS OF TIER ONE SILVER INC.
Peter Dembicki President, CEO and Director
For further information on Tier One Silver Inc., please contact the Company at (778) 729-0700 or visit the Company's website: www.tieronesilver.com.
Capital Markets Contact:
Julia Becker
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About Tier One Silver
Tier One Silver is an exploration company focused on creating value for shareholders and stakeholders through the discovery of world-class silver, gold and copper deposits in Americas. The Company is focused on its flagship exploration project, Curibaya. The Company's management and technical teams have a strong track record in raising capital, discovery and monetization of exploration success.
Forward-Looking Information and General Cautionary Language
This news release contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation (collectively, "forward-looking statements") that relate to the Company's current expectations and views of future events in connection with the Company's financing plans including the completion of the Offering and anticipated use of proceeds. Forward-looking statements are not historical facts and therefore may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in such forward-looking statements. No assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be heavily relied upon. These statements speak only as of the date of this news release.
Readers should refer to the risks discussed in the continuous disclosure filings with the Canadian Securities Administrators available at www.sedarplus.ca.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
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