Mr. James McDonald reports
KOOTENAY SILVER ANNOUNCES BOUGHT DEAL LIFE PRIVATE PLACEMENT FOR GROSS PROCEEDS OF C$10.0 MILLION
Kootenay Silver Inc. has entered into an engagement letter with Red Cloud Securities Inc., as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters, pursuant to which the underwriters have agreed to purchase for resale 4,444,445 common shares of the company at a price of $2.25 per offered share on a bought deal basis in a private placement for gross proceeds of approximately $10,000,001.
The company will grant to the underwriters an option, exercisable in full or in part, up to 48 hours prior to the closing date (as herein defined), to sell up to an additional 666,667 offered shares at the offering price for up to approximately $1,500,001 in additional gross proceeds.
The net proceeds raised under the offering will be used for the advancement of the company's Columba and La Cigarra silver projects in Mexico, as well as for working capital and general corporate purposes.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 -- Prospectus Exemptions, the offered shares will be offered for sale to purchasers in all the provinces of Canada except Quebec pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935 -- Exemptions from Certain Conditions of the Listed Issuer Financing Exemption. The offered shares are expected to be immediately freely tradeable under applicable Canadian securities legislation if sold to purchasers resident in Canada.
There is an offering document related to the offering that can be accessed under the company's profile at SEDAR+ and on the company's website. Prospective investors should read this offering document before making an investment decision.
The offering is scheduled to close on Feb. 10, 2026, or such other date as the company and Red Cloud may agree. Completion of the offering is subject to certain conditions including, but not limited to the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.
About Kootenay Silver Inc.
Kootenay Silver is an exploration company actively engaged in the discovery and development of mineral projects in the Sierra Madre region of Mexico. Supported by one of the largest junior portfolios of silver assets in Mexico, Kootenay continues to provide its shareholders with significant leverage to silver prices. The company remains focused on the expansion of its current silver resources, new discoveries and the near-term economic development of its priority silver projects located in prolific mining districts in Sonora state and Chihuahua state, Mexico, respectively.
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