Regency Silver Announces $1.5 Million Brokered Private Placement Led by Centurion One Capital

Rhea-AI Summary

Regency Silver (OTCQB:RSMXF) has announced a brokered private placement to raise up to $1.5 million through the sale of up to 30 million units at $0.05 per unit, led by Centurion One Capital Corp. Each unit includes one common share and half a warrant, with full warrants exercisable at $0.10 for 24 months.

The company will undergo a 2:1 share consolidation prior to the offering's closing, adjusting the unit price to $0.10 and warrant exercise price to $0.20 post-consolidation. The proceeds will fund drilling at the Dios Padre Project in Sonora, Mexico, where previous drilling yielded significant results including 38 metres of 7.36 g/t gold.

Insiders may participate in up to 50% of the offering, with closing expected around August 22, 2025, subject to regulatory approvals.

Positive

• Previous drilling success with high-grade gold results (38m of 7.36 g/t Au, 36m of 6.84 g/t Au)
• Strategic location in the Laramide magmatic arc known for significant Cu-Au deposits
• Insider participation of up to 50% demonstrates management confidence

Negative

• Significant dilution through issuance of up to 30 million new units
• 2:1 share consolidation indicates potential share price concerns
• Relatively low offering price of $0.05 per unit pre-consolidation

VANCOUVER, BC / ACCESS Newswire / August 7, 2025 / Regency Silver Corp. ("Regency Silver" or the "Company", (TSXV:RSMX)(OTCQB:RSMXF) is pleased to announce that it has entered into an agreement with Centurion One Capital Corp. (the "Lead Agent") as lead agent and sole bookrunner, in connection with a brokered private placement to raise up to $1,500,000 (the "Offering") through the sale of up to 30,000,000 units ("Units") at an issue price of $0.05 per Unit (the "Issue Price") on a commercially reasonable efforts basis. Each Unit shall consist of one common share in the capital of the Company (each, a "Share") and one-half of one Share purchase warrant (each, a "Warrant"). Each full Warrant shall entitle the holder thereof to purchase one Share (a "Warrant Share") at a price of $0.10 for a period of 24 months from the Closing Date (as defined herein).

The gross proceeds of the Offering will be used for drilling on the Company's Dios Padre Project in Sonora, Mexico and general working capital purposes.

The proposed drill program is a follow up to two successful drill programs at Dios Padre. Previous drill results have included 38 metres of 7.36 g/t gold in hole REG 23-21, 36 metres of 6.84 g/t gold, 0.88% copper and 21.8 g/t silver in hole REG 22-01, and 29.4 m of 6.32 g/t gold in hole REG 23-14. The Dios Padre, High-sulphidation gold project is part of the late Cretaceous to early Paleogene Laramide magmatic arc and associated porphyry Cu-Au deposits that span from New Mexico southwards into Sinaloa, Mexico (e.g. Buenavista del Cobre, La Caridad, Orisyvo). A new gold system of its style in the region, the property remains largely untested for additional gold, silver and Cu-Au porphyry style mineralization. (See previous news releases of the Company dated July 19, 2024 and November 2, 2023.)

It is anticipated that certain insiders of the Company, the Lead Agent and certain affiliates may acquire Units in the Offering in amounts up to approximately 50% of the Offering. Any participation by insiders in the Offering will constitute a "related party transaction" as defined under Multilateral Instrument 61101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company expects such participation will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Units subscribed for by the insiders, nor the consideration for the Units paid by such insiders, is expected to exceed 25% of the Company's market capitalization.

In connection with the Offering, commissions will be payable in accordance with the policies of the TSX Venture Exchange (the "Exchange").

The Offering is expected to close on or around August 22, 2025 or such other date as agreed upon between the Company and the Lead Agent (the "Closing Date") and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals including the approval of the Exchange. The securities to be issued under the Offering will have a hold period of four months and one day from the Closing Date.

The Company further announces that it will undergo a consolidation of its issued and outstanding common shares at a ratio of two (2) pre-consolidation common shares to one (1) post-consolidation common share (the "Consolidation"), subject to approval of the Exchange and confirmation that the Offering will complete. Closing of the Offering will be subject to the prior implementation of the Consolidation. The Issue Price, exercise price of the Warrants and securities issuable pursuant to the Offering will be adjusted to reflect the prior implementation of the Consolidation.

The Issue Price of the Offering will be $0.05 per unit on a pre-Consolidation basis and $0.10 per unit on a post-Consolidation basis. Each full Warrant Share will be exercisable at a price of $0.10 on a pre-Consolidation basis and $0.20 on a post-Consolidation basis for a period of 24 months from the Closing Date (as defined herein).

The Units to be issued under the Offering will be offered by way of private placement in each of the provinces and territories of Canada, in the United States pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), and in jurisdictions outside of Canada and the United States mutually agreed by the Company and the Lead Agent provided it is understood that no prospectus filing, registration or comparable obligation arises in such other jurisdiction.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

For further details about Regency Silver please visit www.regency-silver.com.

Technical Information

The technical information contained in this news release has been reviewed by Company director Michael Tucker, P.Geo, who is recognized as a Qualified Person under the guidelines of National Instrument 43-101. Mr. Tucker is a director of the Company and for that reason is not considered independent. Mr. Tucker has read and approved the technical contents of this news release.

Contact Information

Regency Silver Corp.
Bruce Bragagnolo, Executive Chairman
Email: bruce@regency-silver.com
(604) 417-9517

ABOUT REGENCY SILVER CORP.

Regency Silver Corp. is a Canadian resource company exploring for high grade gold, copper, and silver in Mexico. Regency Silver is led by a team of experienced professionals with expertise in both exploration and production. Regency's flagship project is the high-grade Dios Padre project in Sonora, Mexico where Regency has made a large, high grade, gold-copper-silver discovery which appears to be a large magmatic-hydrothermal system which widens at depth. Drill results have included 38 metres of 7.36 g/t gold in hole REG 23-21, 36 metres of 6.84 g/t gold, 0.88% copper and 21.8 g/t silver in hole REG 22-01, and 29.4 m of 6.32 g/t gold in hole REG 23-14.

About Centurion One Capital

Centurion One Capital ("Centurion One") is the premier independent Investment Banking firm dedicated to fueling the growth and success of growth companies in North America. With an unwavering commitment to delivering comprehensive financial solutions and strategic guidance, Centurion One is a trusted strategic partner and catalyst to propel issuers to unlock their full potential. Their team comprises seasoned professionals who combine extensive financial expertise with deep knowledge of various sectors. It takes a proactive and results-driven approach, working closely with its clients to develop tailored strategies and execute transactions that maximize value and drive long-term success.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:

This news release includes certain forward-looking statements and forward-looking information (together, "forward-looking statements"). All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the use of proceeds of the private placement by the Company. There can be no assurance that such statements will prove to be accurate and actual results and future events may vary from those anticipated in such statements. Important risk factors that could cause actual results to differ materially from the Company's plans or expectations include the risk that regulatory changes, fundraising, and risk associated with mineral exploration, including the risk that actual results of exploration will be different from those expected by management. The forward-looking statements in this news release were developed based on the expectations of management and that the risks described above will not materialize. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation.

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.

SOURCE: Regency Silver Corp.

View the original press release on ACCESS Newswire

FAQ

What are the terms of Regency Silver's (RSMXF) $1.5M private placement?

The private placement offers up to 30 million units at $0.05 each, with each unit containing one share and half a warrant. Full warrants are exercisable at $0.10 for 24 months.

What will Regency Silver use the private placement proceeds for?

The proceeds will fund drilling operations at the Dios Padre Project in Sonora, Mexico and general working capital purposes.

What are the previous drilling results at Regency Silver's Dios Padre Project?

Notable results include 38 metres of 7.36 g/t gold in hole REG 23-21, 36 metres of 6.84 g/t gold with 0.88% copper and 21.8 g/t silver in hole REG 22-01.

What is the share consolidation ratio announced by Regency Silver (RSMXF)?

Regency Silver announced a 2:1 share consolidation, where two pre-consolidation shares will convert to one post-consolidation share.

When is the expected closing date for Regency Silver's private placement?

The private placement is expected to close on or around August 22, 2025, subject to regulatory approvals including TSX Venture Exchange approval.