Vancouver, British Columbia--(Newsfile Corp. - September 17, 2025) - Tier One Silver Inc. (TSXV: TSLV) (OTCQB: TSLVF) ("Tier One" or the "Company") is pleased to announce that it has completed the second and final tranche of its previously announced upsized non-brokered private placement (the "Offering") by issuing 39,762,000 units at C$0.08 per unit for gross proceeds to the Company of C$3,180,960, bringing the total gross proceeds from the Offering to C$6,500,000. Each unit consists of one common share (a "Share") and one full common share purchase warrant (each, a "Warrant"). Each Warrant entitles the holder thereof to purchase one Share of the Company at a price of C$0.11 for up to 36 months after the date of issuance, which for the second tranche expires September 16, 2028.
A Message from Peter Dembicki, President, CEO and Director of Tier One Silver, "We are very pleased with the strong demand for this financing and the confidence shown by both new strategic investors and our long-standing shareholders. The oversubscription of this placement reflects not only the robust investor interest in Tier One, but also the encouraging momentum we're seeing in the precious metals markets, particularly silver. With a stronger balance sheet, we will continue advancing exploration, as well as identifying new opportunities to add value, while capitalizing on the improving commodities cycle. I am excited about what lies ahead for Tier One and look forward to delivering meaningful progress and value for our shareholders as we move into this next phase of growth."
In connection with the closing of the second tranche of the Offering, the Company paid cash finders' fees of C$165,256 and issued 2,065,700 non-transferable finders' warrants to two Canadian registrants, and paid cash finders' fees of $3,506 and issued 43,820 non-transferable finders' warrants to European based investment firm, CapSolutions GmbH. Each finder's warrant is exercisable on the same terms as the Warrants as noted above. In addition, the Company has paid a corporate finance fee (the "Corporate Finance Fee") to 3L Capital Inc. who acted as financial advisor in relation to the Offering. The Corporate Finance Fee included $140,000 in cash, 1,250,000 units and 1,750,000 Warrants; both the units and Warrants having the same terms noted above. The proposed use of proceeds from the Offering is to fund exploration at Curibaya, new project investigation and general working capital.
In accordance with applicable securities laws, the Shares, Warrants and any additional Shares issued on exercise of the Warrants are subject to a four-month and one day hold period in Canada from the date of issuance, which for the second tranche expires January 17, 2026. The Warrants issued to certain of the investors contain a restriction precluding their exercise to the extent that the holder would as a consequence of exercise exceed 9.99% of issued shares. Accordingly, no new insiders have resulted from the Offering. Written TSX Venture Exchange final acceptance is expected upon the Company filing customary closing documents.
The securities issued pursuant to the Offering have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements.
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 South America. The Company is focused on its flagship exploration project, Curibaya, but continues to investigate other potential projects of merit. The Company's management and technical teams have a strong track record in raising capital, discovery and monetization of exploration success.
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
Julia.becker@tieronesilver.com
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 Offering. 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. In particular, and without limitation, this news release contains forward-looking statements in regard to the use of proceeds of the Offering and receipt of regulatory approval.
Readers should refer to the risks discussed in the Company's Annual Information Form and Management's Discussion & Analysis for the year ended December 31, 2023, and subsequent continuous disclosure filings with the Canadian Securities Administrators available at www.sedarplus.ca.
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.
This news release is not for distribution to U.S. newswire services for dissemination
in the United States
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/266789
SOURCE: Tier One Silver Inc.
