08:15:47 EST Sun 08 Feb 2026
Enter Symbol
or Name
USA
CA



Till Capital Corp
Symbol TIL
Shares Issued 3,191,462
Close 2025-04-15 C$ 1.02
Market Cap C$ 3,255,291
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Till Capital agrees to takeover by Silver Storm Mining

2025-05-06 08:00 ET - News Release

Mr. Brian Lupien reports

SILVER STORM MINING LIMITED TO ACQUIRE TILL CAPITAL CORPORATION

Till Capital Corp. and Silver Storm Mining Ltd. have entered into a definitive arrangement agreement, pursuant to which Silver Storm will acquire all of the issued and outstanding common shares of Till by way of plan of arrangement under the Business Corporations Act (British Columbia). The transaction is subject to conditions to completion described herein.

Transaction highlights:

  • Till valued at approximately $2.26 per Till common share, to be paid on closing through approximately 15.874 Silver Storm units per Till share held, representing a total enterprise value of up to $7.2-million.
  • Pursuant to the transaction, for each Till share held, Till shareholders will receive approximately 15.874 consideration units. Each consideration unit consists of one Silver Storm common share, one-quarter Silver Storm common share purchase warrant and one contingent value right (CVR). Each Silver Storm warrant shall be exercisable to acquire one additional Silver Storm share at an exercise price of 25 cents for 18 months after the closing of the transaction.
  • Each CVR will entitle the holder thereof, for a period of 24 months from the closing of the transaction, to receive a cash payment per CVR equal to the holder's pro rata share, as to their CVR holdings, of the proceeds of the sale of Till's ownership in IG Far East LLC.
  • The transaction was unanimously approved by Till's board of directors. Till shareholders representing 41.8 per cent of the issued and outstanding Till shares have signed voting support agreements, pursuant to which they have agreed, among other things, to vote their Till shares in favour of the transaction.

Benefits to Till:

  • Immediate and significant premium representing a 121-per-cent premium to last close on May 5, 2025, and to the volume-weighted average price (VWAP) of the Till shares on the TSX Venture Exchange for the 20-day period ending May 5, 2025;
  • Exposure to high-quality, advanced-stage silver projects, including the La Parrilla silver mine complex, and the San Diego project, both situated in well-established mining hub in Durango state, Mexico;
  • Experienced and credible management team, whose expertise is expected to drive operational growth at a past-producing mine complex;
  • Positions Till shareholders for a potential rerating as investors recognize Silver Storm's enhanced financial position, near-term production outlook and reduced risk profile, in line with comparable trading peers.

Brian P. Lupien, chief executive officer of Till, stated: "Following a comprehensive strategic review process, the acquisition by Silver Storm provides the best outcome for Till shareholders. Silver Storm is a precious metals company with two assets in Durango state, Mexico: La Parrilla silver mine complex and the San Diego project. La Parrilla presents a near-term production restart opportunity with an updated resource, in-place infrastructure, and is fully permitted for production."

Transaction terms

Pursuant to the terms and conditions of the arrangement agreement, signed on May 5, 2025, the holders of the issued and outstanding Till shares will receive the consideration. The transaction will be carried out by way of a court-approved plan of arrangement under the Business Corporations Act (British Columbia).

The arrangement agreement contains customary deal-protection provisions, including a non-solicitation covenant and a fiduciary out that would allow Till to accept a superior proposal as defined in the arrangement agreement, subject to a right for Silver Storm to match any superior proposal. Under certain circumstances, Silver Storm would be entitled to a termination fee of $400,000 (U.S.).

Complete details of the transaction will be included in a management information circular to be delivered to Till shareholders in the coming weeks.

Conditions to completion

The completion of the transaction is subject to a number of terms and conditions, including, without limitation, the following: (i) acceptance by the TSX-V; (ii) approval of the British Columbia Supreme Court; (iii) there being no material adverse changes in respect of Till; and (iv) other standard conditions of closing for a transaction of this nature. There can be no assurance that all the necessary approvals will be obtained or that all conditions of closing will be satisfied.

The transaction is subject to approval at a special meeting of Till shareholders by: (i) 66-2/3rds per cent of the votes cast by Till shareholders; and (ii) if required, a simple majority of the votes cast by the Till shareholders, excluding the votes cast by certain persons as required by Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions.

Transaction timeline

Pursuant to the arrangement agreement and subject to satisfying all necessary conditions and the receipt of all required approvals, the parties anticipate completion of the transaction on or about July 15, 2025. Following the completion of the transaction, Till shares will be delisted from the TSX-V and Till will cease to be a reporting issuer under Canadian securities laws.

Recommendations by the board of directors and fairness opinion

After consultation with its financial and legal advisers and following the unanimous recommendation of a special committee, the board of directors of Till unanimously determined the transaction is fair to Till shareholders, is in the best interest of Till, and approved the entering into of the transaction. The board recommends that Till shareholders vote in favour of the transaction. Ventum Financial Corp. provided a fairness opinion to the special committee, stating that, as of the date of such opinion and based upon and subject to the assumptions, limitations and qualifications stated in such opinion, the consideration to be received by Till shareholders under the transaction is fair, from a financial point of view, to such Till shareholders.

Advisers and counsel

Ventum Financial is acting as financial adviser to the board and the Till special committee, and has provided a fairness opinion to the Till special committee. Stikeman Elliot LLP and Peterson McVicar LLP are acting as legal counsel to Till and Silver Storm, respectively.

About Till Capital Corp.

Till Capital is majority shareholder of Silver Predator Corp., and, through its wholly owned United States subsidiary, a partial owner of IG Tintic LLC (a private company which owns a 1-per-cent net smelter return royalty on the East Tintic mining district near Eureka, Utah), and a 100-per-cent interest in various mineral royalties.

About Silver Storm Mining Ltd.

Silver Storm Mining holds advanced-stage silver projects located in Durango, Mexico. In August, 2023, Silver Storm completed the acquisition of 100 per cent of the La Parrilla silver mine complex, a prolific operation which comprises a 2,000-tonne-per-day mill as well as five underground mines and an open pit.

Silver Storm also holds a 100-per-cent interest in the San Diego project, which is among the largest undeveloped silver assets in Mexico.

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