Mr. Graeme O'Neill reports
BAYHORSE SILVER INCREASES PRIVATE PLACEMENT TO 20 MILLION UNITS, CLOSES FIRST TRANCHE OF PRIVATE PLACEMENT
Subject to the approval of the TSX Venture Exchange, Bayhorse Silver Inc. has increased the size of its previously announced non-brokered private placement to 20 million units for gross proceeds of $800,000. The company further announces that, subject to the approval of the TSX Venture Exchange, it will close a first tranche of the non-brokered private placement of 12,587,500 units on Oct. 24, 2024, for gross proceeds of $503,500.
Each unit will consist of one common share and one transferable common share purchase warrant. Each warrant will be exercisable into one common share of the company at a price of eight cents per common share for a period of 24 months from the date of issuance.
The funds received are to conduct the planned underground drilling program (70 per cent) at the Bayhorse silver mine to test for the presence of a porphyry copper deposit, as announced by the company's news release, to further advance the mine permitting (10 per cent), and for general and administrative expenses (20 per cent). None of the private placement proceeds will be paid to non-arm's-length parties or persons conducting investor relations activities. In addition to any other exemption available to the company, participation in the non-brokered financing is also open to all existing shareholders, even if not accredited investors, under the existing shareholder exemption of National Instrument 45-106 as promulgated in Multilateral Canadian Securities Administrators' notice 45-313 in participating jurisdictions.
Subject to the approval of the TSX Venture Exchange, the company will pay cash finders' fees of $1,050 and issue 26,250 finders' warrants, which are exercisable into one common share of the company at a price of eight cents per common share for a period of 24 months from the date of issuance. Any shares issued pursuant to the finders' warrants are subject to a hold period expiring on Feb. 25, 2025, for the first tranche.
Securities issued under this private placement are subject to a hold period expiring on Feb. 25, 2025, for the first tranche.
Bayhorse chief executive officer Graeme O'Neill has subscribed for 9,125,000 units (72 per cent) of the first tranche of the private placement. He has financed his subscription partly through arranged sales and through the facility of the TSX Venture Exchange. Bayhorse chief financial officer Rick Low has subscribed for 250,000 units (2 per cent) of the private placement. This participation by Bayhorse's CEO and CFO constitutes a related-party transaction as defined under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the units acquired by the insider nor the consideration for the units paid by such insider exceeds 25 per cent of the company's market capitalization.
Finders' fees may be payable on a portion of the financing not taken down by insiders according to the policies of the TSX Venture Exchange.
Securities issued under this placement will be subject to a four-month-plus-a-day hold period from the date of issuance.
About Bayhorse Silver Inc.
Bayhorse is an exploration and production company with a 100-per-cent interest in the historic Bayhorse silver mine located in Oregon, United States, and the Pegasus project in Washington county, Idaho. The Bayhorse silver mine and the Pegasus project are 44 kilometres southwest of Hercules Metals' porphyry copper discovery. The Bayhorse mine includes a state-of-the-art Steinert ore-sorting technology reducing waste rock entering the processing stream by up to 85 per cent. The company has created a minimum environmental impact facility capable of mining 200 tons of mineralization per day and the ability to process and supply 3,600 tons per year of silver and copper concentrate ranging between 7,500 and 15,000 grams per tonne using standard flotation processing at its milling facility in nearby Payette county, Idaho, United States, with an offtake agreement in place with Ocean Partners U.K. Ltd. The company also has an option to acquire an 80-per-cent interest in the Brandywine high-grade silver/gold property located in British Columbia, Canada. The company has an experienced management and technical team with extensive mining expertise in both exploration and building mines.
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