Discovery Silver Corp. (TSX: DSV, OTCQX: DSVSF)
(“
Discovery” or the “
Company”)
today reported that the Company has closed the bought deal public
offering (the “
Offering”) of subscription receipts
(the “
Subscription Receipts”) previously announced
on January 27, 2025. Pursuant to the Offering, the Company has
issued an aggregate of 275,000,000 Subscription Receipts at an
issue price of C$0.90 per Subscription Receipt, for gross proceeds
of C$247,500,000, which includes 25,000,000 Subscription Receipts
issued pursuant to the exercise, in full, of the over-allotment
option granted to the Underwriters (as defined below) in connection
with the Offering.
Tony Makuch, Discovery’s CEO commented: “We are
extremely pleased with the favourable reaction of the investment
community to the Offering, which included the full exercise of the
Underwriters' over-allotment option. We regard the strong investor
interest as a clear endorsement of our recently announced
acquisition (the “Acquisition”) of Newmont
Corporation’s Porcupine Complex, located in and near Timmins,
Ontario. Through the Acquisition, we will establish Discovery as a
new Canadian gold producer with a large Mineral Resource base in a
Tier 1 jurisdiction and with significant operational and
exploration upside potential. The Acquisition will bring to the
Porcupine Complex a management team that has a solid track record
for value creation and is highly experienced working in the Timmins
Camp. Following the closing of the Acquisition, we will have a
diversified portfolio combining high-quality gold production with
tremendous upside in Canada and our Cordero project in Mexico, one
of the industry’s leading silver development projects based on
reserves and expected production. We will also emerge with a strong
balance sheet providing the necessary financial capacity to invest
in our assets for future growth and success.”
BMO Capital Markets acted as sole bookrunner for
the Offering, which was co-led by SCP Resource Finance LP and
included a syndicate of underwriters consisting of CIBC World
Markets Inc., Cormark Securities Inc., National Bank Financial
Inc., Raymond James Ltd. and Ventum Financial Corp. (collectively
the “Underwriters”).
Each Subscription Receipt entitles the holder to
receive, without payment of additional consideration and without
further action, one common share of Discovery upon the satisfaction
or waiver of certain release conditions (the “Release
Conditions”). For additional details related to the
Acquisition and the Offering, please see Discovery’s press release
entitled, “Discovery Announces Transformational Acquisition
of Newmont’s Porcupine Complex,” issued on January 27,
2025. Closing of the Acquisition is expected during the first half
of 2025.
The Subscription Receipts were offered by way of
a prospectus supplement dated January 29, 2025 (the
“Prospectus Supplement”) to the short form base
shelf prospectus dated March 23, 2023 (the “Base
Shelf”). The Prospectus Supplement, which provides the
full terms related to the Subscription Receipts, was filed with the
securities commissions or other similar regulatory authorities in
each of the provinces and territories of Canada other than Québec
and Nunavut, on January 29, 2025.
The gross proceeds from the sale of the
Subscription Receipts, less 50% of the Underwriters’ fee that was
payable on closing of the Offering, have been deposited and will be
held in escrow by TSX Trust Company, as subscription receipt agent,
pending the satisfaction or waiver of the Release Conditions. If
the Release Conditions do not occur on or before 5:00 p.m. (Eastern
time) on June 30, 2025, the share purchase agreement with respect
to the Acquisition is terminated, or Discovery has announced to the
public that it does not intend to proceed with the Acquisition,
then an amount per Subscription Receipt equal to the full issue
price therefor plus a pro rata share of any earned interest on such
amount, net of any applicable withholding, will be returned to the
holders of the Subscription Receipts.
The Subscription Receipts will commence trading
on the Toronto Stock Exchange today under the trading symbol
"DSV.R".
This press release does not constitute an offer
to sell or the solicitation of an offer to buy Subscription
Receipts or common shares issuable upon the exchange of
Subscription Receipts in the United States or in any Jurisdiction
in which such an offer, solicitation or sale would be unlawful. The
Subscription Receipts and common shares issuable upon the exchange
of Subscription Receipts have not been approved or disapproved by
any regulatory authority. The Subscription Receipts and common
shares issuable upon the exchange of Subscription Receipts 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 state securities laws and may not be
offered, sold or delivered in the United States except in
transactions exempt from the registration requirements of the U.S.
Securities Act and applicable state securities laws.
ABOUT DISCOVERY
Discovery is a growing North American precious
metals company. The Company has exposure to silver through its
first asset, the 100%-owned Cordero project, one of the world’s
largest undeveloped silver deposits, which is located close to
infrastructure in a prolific mining belt in Chihuahua State,
Mexico. On January 27, 2025, Discovery announced an agreement to
acquire a 100% interest in the Porcupine Complex from a subsidiary
of Newmont Corporation. The addition of the Porcupine Complex will
transform the Company into a new Canadian gold producer with
multiple operations in one of the world’s most renowned gold camps
in and near Timmins, Ontario, with a large base of Mineral
Resources remaining and substantial growth and exploration upside.
The Acquisition is expected to close in the first half of 2025.
On Behalf of the Board of Directors,
Tony Makuch, P.EngPresident, CEO &
Director
For further information contact:
Mark
Utting, CFAVP Investor RelationsPhone: 416-806-6298Email:
mark.utting@discoverysilver.comWebsite: www.discoverysilver.com
CAUTIONARY NOTE REGARDING
FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking
information" within the meaning of applicable Canadian securities
legislation. All information, other than statements of historical
facts, included in this press release that address activities,
events or developments that the Company expects or anticipates will
or may occur in the future, including such things as future
business strategy, competitive strengths, goals, expansion and
growth of the Company's businesses, operations, plans and other
such matters are forward-looking information.
When used in this press release, the words
"estimate", "plan", "continue", "anticipate", "might", "expect",
"project", "intend", "may", "will", "shall", "should", "could",
"would", "predict", "predict", "forecast", "pursue", "potential",
"believe" and similar expressions are intended to identify
forward-looking information. This information involves known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of the Company to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking
information.
Examples of such forward-looking information
include information pertaining to, without limitation, statements
with respect to: the anticipated timing and closing of the
Acquisition; the anticipated benefits of the Acquisition, including
the impact of the Acquisition on the Company's operations,
financial condition, cash flows and overall strategy; the expected
use of net proceeds from the Offering, which ultimately remains
subject to the Company's discretion, as well as the impact of
general business, economic and political conditions; satisfaction
of the Release Conditions; other statements relating to the
financial and business prospects of the Company; information as to
the Company's strategy, plans or future financial or operating
performance; and other events or conditions that may occur in the
future.
Factors that could cause actual results to vary
materially from results anticipated by such forward-looking
statements include, among others: the satisfaction of all
conditions to closing the Acquisition on the timeframe
contemplated; the Company's ability to obtain the anticipated
benefits from the Acquisition; the Company's ability to integrate
the Porcupine Complex into the Company's operations; the accuracy
of financial and operational projections of the Company following
completion of the Acquisition; satisfaction of the Release
Conditions; the ability to repay the debt financing that may be
drawn upon in the future; the future financial or operating
performance of the Company and its business, operations, properties
and condition, resource potential, including the potential quantity
and/or grade of minerals, or the potential size of a mineralized
zone; potential expansion of mineralization; the timing and results
of future resource and/or reserve estimates; the timing of other
exploration and development plans at the Company's mineral project
interests and at the Porcupine Complex; the proposed timing and
amount of estimated future production and the costs thereof;
requirements for additional capital; environmental risks; general
business and economic conditions; delays in obtaining, or the
inability to obtain, third-party contracts, equipment, supplies and
governmental or other approvals; changes in law, including the
enactment of mining law reforms in Mexico; accidents; labour
disputes; unavailability of appropriate land use permits; changes
to land usage agreements and other risks of the mining industry
generally; the inability to obtain financing required for the
completion of exploration and development activities; changes in
business and economic conditions; international conflicts; other
factors beyond the Company's control; and those factors included
herein and elsewhere in the Company's public disclosure.
Although the Company has attempted to identify
important factors that could cause actual results to differ
materially, there may be other factors that cause results not to be
as anticipated, estimated, or intended. See the section entitled
"Risk Factors" in the Prospectus Supplement and the accompanying
Base Shelf, and in the section entitled "Risk Factors" in the
Company's annual information form dated as of March 28, 2024 for
the financial year ended December 31, 2023, for additional risk
factors that could cause results to differ materially from
forward-looking statements.
There can be no assurance that such information
will prove to be accurate as actual developments or events could
cause results to differ materially from those anticipated. These
include, among others, the factors described or referred to
elsewhere herein and include unanticipated and/or unusual events.
Many of such factors are beyond the Company's ability to predict or
control.
The forward-looking information included in this
press release is expressly qualified by the foregoing cautionary
statements. Readers of this press release are cautioned not to put
undue reliance on forward-looking information due to its inherent
uncertainty. The Company disclaims any intent or obligation to
update any forward-looking information, whether as a result of new
information, future events or results or otherwise, unless required
under applicable laws. This forward-looking information should not
be relied upon as representing management's views as of any date
subsequent to the date of this press release.
Statements concerning mineral resource estimates
may also be deemed to constitute forward-looking statements to the
extent they involve estimates of the mineralization that will be
encountered if the property is developed and are based on the
results of a preliminary economic assessment which is preliminary
in nature.
Discovery Silver (TSX:DSV)
Historical Stock Chart
From Feb 2025 to Mar 2025
Discovery Silver (TSX:DSV)
Historical Stock Chart
From Mar 2024 to Mar 2025