Latest news with #DefianceSilver
Yahoo
20-06-2025
- Business
- Yahoo
Defiance Silver Corp. Announces Closing of Brokered LIFE Offering and Concurrent Non-Brokered Offering for Total Gross Proceeds of C$16.5 Million
Vancouver, British Columbia--(Newsfile Corp. - June 20, 2025) - Defiance Silver Corp. (TSXV: DEF) (FSE: D4E) (WKN: A1JQW5) (the "Company", or "Defiance") is pleased to announce the closing of the Company's previously announced "best efforts" private placement (the "Brokered Offering") for gross proceeds of C$15,000,000, which includes the full exercise of the agent's option. Under the Offering, the Company sold 60,000,000 units of the Company (each, a "Unit") at a price of C$0.25 per Unit (the "Offering Price"). Each Unit consists of one common share of the Company (each, a "Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one Common Share (a "Warrant Share") at a price of C$0.35 at any time on or before June 20, 2027. Red Cloud Securities Inc. (the "Agent") acted as sole agent and bookrunner in connection with the Brokered Offering. As consideration for their services in the Brokered Offering, the Agent received a cash commission of C$824,950 and were issued 3,299,800 non-transferable common share purchase warrants (the "Broker Warrants"). Each Broker Warrant is exercisable into one Common Share at the Offering Price at any time on or before June 20, 2027. The Company intends to use the net proceeds of the Brokered Offering for further exploration work on the Company's projects, to complete a mineral resource estimate at its San Acacio project, to make periodic cash option payments on its Tepal project, and to provide general working capital to support operations, as is more fully described in the amended offering document related to the Brokered Offering dated June 5, 2025. The Units were issued to Canadian purchasers pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions ("NI 45-106"), as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "Listed Issuer Financing Exemption") and to purchasers outside of Canada (including to purchasers resident in the United States pursuant to one or more exemptions from the registration requirements of the United States Securities Act of 1933, as amended). The Common Shares and the Warrant Shares underlying the Units are immediately freely tradeable in accordance with applicable Canadian securities legislation if sold to purchasers resident in Canada. MI 61-101 Disclosure George Cavey, Vice President, Exploration and Director of the Company, subscribed under the Brokered Offering for 100,000 Units through its related entity, OreQuest Consultants Ltd, for a total consideration of $25,000 (the "Related Party Transaction"). The Related Party Subscription is considered to be a "related party transaction" of the Company for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). In completing the Related Party Subscription, the Company relied upon exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. Specifically, the Company is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Subsection 5.5 (b) of MI 61-101 insofar as no securities of the Company are listed or quoted for trading on prescribed stock exchanges or stock markets. Additionally, the Company is exempt from the minority approval requirement in Section 5.6 of MI 61- 101 for the Related Party Subscription in reliance on Subsection 5.7(1)(a) of MI 61-101 as the fair market value of such Related Party Subscription, insofar as they involve interested parties, is not more than the 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing date of the Offering as the details of the Related Party Subscription was not settled until shortly prior to the closing of the Offering, and the Company wished to close the Offering on an expedited basis for sound business reasons. Concurrent Non-Brokered Offering As previously announced, the Company is pleased to announce the closing, concurrently with the Brokered Offering, of a non-brokered private placement (the "Non-Brokered Offering" and together with the Brokered Offering, the "Offerings") of 6,000,000 units of the Company (the "NB Units") at a price of C$0.25 per NB Unit for additional gross proceeds of up to C$1,500,000. Each NB Unit consists of one common share of the Company (each, a "NB Common Share") and one-half of one common share purchase warrant (each whole warrant, a "NB Warrant"). Each NB Warrant entitles the holder thereof to purchase one NB Common Share at a price of C$0.35 at any time on or before June 20, 2027. The NB Units will be offered by way of the "accredited investor" and "minimum amount investment" exemptions under NI 45-106. In connection with the closing of the Non-Brokered Offering, the Company paid a cash commission of $90,000 to an arm-length finder. In addition, the Company issued 360,000 non-transferable finder warrants (each, a "Finder Warrant") to the arm-length finder. Each Finder Warrant is exercisable into one NB Common Share at a price of C$0.25 at any time on or before June 20, 2027. The net proceeds of the Non-Brokered Offering will be used to provide general working capital. All of the foregoing securities issued under the Non-Brokered Offering are subject to a hold period of four months and day expiring on October 21, 2025. The Offerings remain subject to the final approval of the TSX Venture Exchange (the "TSXV"). This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or under any securities laws of any State of the United States, and may not be offered or sold in the United States or to, or for the account or benefit of, a "U.S. person" (as defined in Regulation S under the U.S. Securities Act) absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and all applicable state securities laws. About Defiance Silver Corp. Defiance Silver Corp. is an exploration company advancing the district-scale Zacatecas project, located in the historic Zacatecas Silver District and the Tepal Gold/Copper Project in Michoacán state, Mexico. Defiance is managed by a team of proven mine developers with a track record of exploring, advancing, and developing several operating mines and advanced resource projects. Defiance's corporate mandate is to expand the San Acacio and Tepal Projects to become premier Mexican silver and gold deposits. On behalf of Defiance Silver Corp. "Chris Wright" CEO & Chairman of the Board For more information, please contact: Investor Relations at +1 (604) 343-4677 or via email at info@ Suite 2900-550 Burrard StreetVancouver, BC V6C 0A3CanadaTel: +1 (604) 343-4677Email: info@ Disclaimer 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. Forward-Looking Information This news release contains statements that constitute "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian and United States securities laws (collectively, "forward-looking information"). In particular, this press release contains forward-looking information relating to, among other things, the intended use of proceeds of the Offerings, and the final approval of the closing of the Brokered Offering by the TSXV. Such forward-looking information involves known and unknown risks, uncertainties and other factors that may cause Defiance's actual results, performance or achievements, or developments in the industry to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking information. Forward-looking information consists of statements that are not historical facts and are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "potential" and similar expressions, or that events or conditions "will," "would," "may," "could" or "should" occur. Although Defiance believes the forward-looking information contained in this news release is reasonable based on information available on the date hereof, by its nature, forward-looking information involves assumptions, known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. The forward-looking information contained in this news release represents the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While the Company may elect to, it does not undertake to update this information at any particular time except as required in accordance with applicable laws. THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES To view the source version of this press release, please visit Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
16-06-2025
- Business
- Yahoo
Defiance Silver Finalizes Long Term Access Agreement
Vancouver, British Columbia--(Newsfile Corp. - June 16, 2025) - Defiance Silver Corp. (TSXV: DEF) (FSE: D4E) (WKN: A1JQW5) ("Defiance" or the "Company") is pleased to announce that it has finalized a six-year agreement that grants the Company the rights to conduct surface exploration, drilling, and engineering studies in support of its Tepal Gold-Copper Project located in Michoacán, Mexico (see news release dated June 3, 2025). The agreement also enables the Company to collect essential data required for the submission of permit applications to advance the development of the project. As consideration for these rights, the Company will make annual cash payments, indexed to the annual rate of inflation in Mexico, and issue common shares with a total annual value of US$40,000/year to the surface rights holder. Over the six-year term, the total number of shares issued will not exceed 1,400,000. For the upcoming year, the Company will issue 201,452 common shares at a deemed price of C$0.27 per share to the counterparty. This remains subject to approval of the TSX Venture Exchange. On behalf of Defiance Silver Corp. "Chris Wright" CEO and Chairman of the Board For more information, please contact: Investor RelationsTel: +1 (604) 343-4677info@ 2900-550 Burrard StreetVancouver, BC V6C 0A3Canada Disclaimer Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. About Defiance Silver Corp. Defiance Silver Corp. (TSXV: DEF) (OTCQX: DNCVF) (FSE: D4E) is an exploration company advancing the district-scale Zacatecas project, located in the historic Zacatecas Silver District and the Tepal Gold/Copper Project in Michoacán state, Mexico. Defiance is managed by a team of proven mine developers with a track record of exploring, advancing, and developing several operating mines and advanced resource projects. Defiance's corporate mandate is to advance our projects through capital-efficient exploration focused on resource growth and new mineral discoveries. To view the source version of this press release, please visit Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
07-04-2025
- Business
- Yahoo
CORRECTION FROM SOURCE: Defiance Silver to Acquire Mexico-Focused Green Earth Metals
This press release rectifies the version of the press release issued by Defiance Silver on April 7, 2025 at 1:00am EST in order to correct a typing error. Under the terms of the LOI, Defiance proposes to issue 4,954,613 Defiance Shares of Defiance at a price of C$0.255 per share and not C$0.0255 as announced previously. Vancouver, British Columbia--(Newsfile Corp. - April 7, 2025) - Defiance Silver Corp. (TSXV: DEF) (FSE: D4E) (WKN: A1JQW5) ("Defiance" or the "Company") is pleased to announce that it has entered into a non-binding letter of intent ("LOI") with Green Earth Metals Inc. ("GEMS"), a privately held company holding a portfolio of assets in Mexico. Under the terms of the LOI, Defiance proposes to acquire all issued and outstanding shares of GEMS in a strategic transaction (the "Transaction"). The terms of the Transaction are discussed further below. Transaction Highlights: Strategic Acquisition: Defiance proposes to acquire 100% of GEMS, a private British Columbia-based company founded by renowned discovery geoscientist Richard Osmond. High-Quality Asset Portfolio: GEMS holds rights to three drill-permitted copper-gold-silver-molybdenum projects in Mexico's Sonoran Desert porphyry copper belt, covering a total of 6,795.22 hectares. Prime Mining Jurisdiction: The acquired projects are strategically located near Alamos Gold's operating Mulatos Mine, where the recently permitted "Puerto del Aire" mine-extension is under development. The area hosts top tier copper deposits, including the Cananea and La Caridad Cu-Mo±Au porphyry systems—two of the largest copper mines in North America. Significant Exploration Upside: With drill permits already in place, Defiance plans to launch a comprehensive exploration campaign, including a diamond drill program at the Victoria project. Chris Wright, Chairman and CEO of Defiance, commented: "This acquisition aligns with Defiance Silver's core strategy of acquiring and advancing top tier mining projects. Our goal is to develop assets that will play a leading role in the future of gold, silver, and copper mining in Mexico. The Green Earth Metals team consists of seasoned mine financiers and global mineral explorers, and we are pleased to welcome them as shareholders. Securing this portfolio of drill-ready copper-gold-silver projects in Sonora-one of the world's premier copper-gold mining jurisdictions—represents a major step forward for Defiance. This transaction strengthens Defiance's asset base, enhances its exploration potential, and reinforces our commitment to unlocking value for shareholders." The GEMS Assets—comprising the Victoria, Espiritu and Los Ocotes project areas—offer high-grade, district-scale potential in a proven mining jurisdiction. Situated in a region known for its rich mineral endowment, these assets are surrounded by large copper, gold, and silver mines operated by leading Tier-One global mining companies. Strategic Location Near Major Producing Mines The GEMS assets are situated in proximity to several large, active mining operations, including: La India Mine (Agnico Eagle) Mulatos Mine (Alamos Gold) Dolores Mine (Pan American Silver) Cananea Cu-Au-Mo Mine and La Caridad Cu Mine & SXEW Plant (Grupo Mexico) These nearby operations demonstrate the region's rich mineral potential. However, the Company and its qualified personnel have not independently verified the technical information regarding these mines and this information should not be considered indicative of mineralization on the Company's properties. Exploration Potential Historical exploration and sampling across the GEMS projects have identified extensive geological features indicative of a large-scale hydrothermal Cu-Au system. These findings suggest strong potential for resource expansion using modern exploration techniques. Victoria Project – Drill-Ready Copper-Gold-Molybdenum Asset The Victoria Project consists of two non-contiguous mineral claims totaling 1,795.22 hectares in the Sonora, Mexico mining district. This region is home to several major mining operations, including Mulatos (Alamos Gold), Dolores (Pan American Silver), and the privately owned Piedras Verdes Mine (Frontera Copper). Victoria is located within the highly productive Sonoran Desert porphyry copper belt, an area known for hosting significant copper-gold deposits. Exploration Highlights: Geological indicators suggest porphyry-style stockwork and breccia-hosted Cu-Mo-Au mineralization. Strong phyllic alteration overprinting potassic alteration, leading to leached capping at the surface and low surface copper grades. The Company is committed to advancing exploration efforts on the Victoria, Espiritu and Los Ocotes projects and unlocking the full potential of this highly prospective, district-scale opportunity. Figure 1 - Map of location of Victoria, relative to large active mining operations To view an enhanced version of this graphic, please visit: Figure 2 - Photo of Victoria asset showing surface alteration of large hydrothermal system To view an enhanced version of this graphic, please visit: Espiritu Project The Espiritu Project, located near Sahuaripa, Sonora, spans 2,711 hectares and exhibits characteristics indicative of a large, metal-bearing hydrothermal system. Despite its promising geological setting, Espiritu remains underexplored. Espiritu is strategically positioned within the highly productive Sahuaripa region of Sonora, Mexico, approximately 100 km from several major mining operations, including: La India Mine (Agnico Eagle) Mulatos Mine (Alamos Gold) Dolores Mine (Pan American Silver) Los Ocotes Project The Los Ocotes Project is a 2,283-hectare polymetallic vein asset located within the same regional trend as the Victoria and Espiritu projects. The project is strategically positioned less than 40 km northeast of the La India and Mulatos gold mines and approximately 18 km northeast of Minera Alamos Inc.'s Santana Mine, a heap-leach gold operation. Note regarding nearby mines for the Espiritu and Los Ocotes Projects: The Company and its qualified personnel have not independently verified the information on these nearby mining operations and such information is not necessarily indicative of mineralization on the Company's properties. LOI TERMS Under the terms of the LOI, Defiance proposes to issue common shares ("Defiance Shares") to GEMS shareholders in exchange for all of the issued and outstanding common shares of GEMS (the "GEMS Shares"), based on an exchange ratio of 1 Defiance Share for every 4.52 GEMS Shares. In total, Defiance proposes to issue 4,954,613 Defiance Shares of Defiance at a price of C$0.255 per share, for a total purchase price of C$1,250,000 (excluding the Convertible Debenture Financing – see details below). Upon the closing of the Transaction, GEMS will become a wholly-owned subsidiary of Defiance. In connection with the Transaction, Defiance has also agreed to invest in GEMS through an unsecured convertible debenture (the "Convertible Debenture") for a total amount of C$150,000 (the "Convertible Debenture Financing"). The Convertible Debenture will bear simple interest at 8.0% per annum and will mature two years from the closing of the Convertible Debenture Financing. At the closing of the Transaction, the principal amount of the Convertible Debenture and accrued interest thereon will be convertible, for no additional consideration, into GEMS Shares at the option of Defiance, at a price of C$0.05 per GEMS Share, subject to customary adjustments in accordance with the terms of the Convertible Debenture certificate. Notwithstanding the foregoing, in the event the LOI is terminated or the Transaction not completed, other than as a result of the failure of GEMS shareholders to tender at least 90% of their GEM Shares in exchange for Defiance Shares, the principal amount of the Convertible Debenture and accrued interest thereon will be converted into GEMS Shares at a conversion price of C$0.05 per share in full payment of the Convertible Debenture. In the event Defiance does not complete the Transaction solely as a result of the failure of GEMS shareholders to tender at least 90% of their GEMS Shares in exchange for Defiance Shares, the Convertible Debenture will continue in accordance with its terms. The completion of the Transaction is subject to numerous conditions customary to this type of transaction including, notably, the completion of a satisfactory due diligence on GEMS by Defiance, execution of a mutually acceptable definitive agreement between Defiance, GEMS and the shareholders of GEMS (the "Definitive Agreement") and any other ancillary agreements required to complete the Transaction, GEMS shareholders holding at least 90% of the GEMS Shares issued and outstanding having executed the Definitive Agreement, thereby accepting to tender their GEMS Shares in exchange for Defiance Shares, no material adverse change with respect to GEMS or Defiance having occurred, and the receipt of all required corporate and regulatory approvals, including the approval of the TSX Venture Exchange, and any other required approvals, consents, permits, waivers, exemptions and orders which may be required to complete the Transaction. The Transaction is expected to be completed within a delay of approximately 75 days following the execution of the Definitive Agreement. Qualified Person Mr. George Cavey, P. Geo, Vice-President Exploration and Director of the Company, is a Qualified Person within the meaning of National Instrument 43-101 and has reviewed and approved the technical information contained in this press release. On behalf of Defiance Silver Corp. "Chris Wright" CEO and Chairman of the Board For more information, please contact: Investor Relations at +1 (604) 343-4677 or via email at info@ 2900-550 Burrard StreetVancouver, BC V6C 0A3CanadaTel: +1 (604) 343-4677Email: info@ About Defiance Silver Corp. Defiance Silver Corp. (TSXV: DEF) (OTCQX: DNCVF) (FSE: D4E) is an exploration company advancing the district-scale Zacatecas project, located in the historic Zacatecas Silver District and the Tepal Gold/Copper Project in Michoacán state, Mexico. Defiance is managed by a team of proven mine developers with a track record of exploring, advancing, and developing several operating mines and advanced resource projects. Defiance's corporate mandate is to advance our projects through capital-efficient exploration focused on resource growth and new mineral discoveries. Disclaimer Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Cautionary Statement Regarding Forward-Looking Information All statements, trend analysis and other information contained in this press release about anticipated future events or results constitute forward-looking information. Forward-looking information is often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. All statements, other than statements of historical fact, included herein, including, without limitation, statements regarding anticipated benefits of the Transaction, the closing of the Transaction and the timing and terms thereof, the potential of the combined projects of both companies (the "Projects"), the satisfaction of the conditions to the Transaction; the strengths, characteristics and potential of the Transaction; growth potential and expectations regarding the timing, receipt and anticipated effects of required consents and approvals; the impact of the Transaction on Defiance, GEMS and their respective shareholders and other stakeholders; and other anticipated benefits of the Transaction. Although Defiance believes that the expectations reflected in such forward-looking information are reasonable, undue reliance should not be placed on forward-looking statements since the Company can give no assurance that such expectations will prove to be correct. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information, including the risks, uncertainties and other factors identified in the Company's periodic filings with Canadian securities regulators, and assumptions made with regard to: the Company's ability to complete the proposed Transaction; the Company's ability to secure the necessary legal and regulatory approvals required to complete the Transaction; the estimated costs associated with the advancement of the Projects; and the Company's ability to achieve the synergies expected as a result of the Transaction. Forward-looking information is subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking statements. Important factors that could cause actual results to differ materially from the Company's expectations include risks associated with the business of Defiance and GEMS; risks related to the satisfaction or waiver of certain conditions to the closing of the Transaction; non-completion of the Transaction; risks related to reliance on technical information provided by GEMS; risks related to exploration and potential development of the Projects; business and economic conditions in the mining industry generally; fluctuations in commodity prices and currency exchange rates; uncertainties relating to interpretation of drill results and the geology, continuity and grade of mineral deposits; the need for cooperation of government agencies and indigenous groups / local communities in the exploration and development of the Projects and the issuance of required permits; the need to obtain additional financing to develop the Projects and uncertainty as to the availability and terms of future financing; the possibility of delay in exploration or development programs and uncertainty of meeting anticipated program milestones; uncertainty as to timely availability of permits and other governmental approvals; and other risk factors as identified in Defiance's filings with Canadian securities regulators on SEDAR+ (available at The forward-looking information contained in this news release is made as of the date hereof and Defiance does not undertake any obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. The foregoing statements expressly qualify any forward-looking information contained herein. To view the source version of this press release, please visit
