20:40:32 EDT Sat 27 Apr 2024
Enter Symbol
or Name
USA
CA



Vizsla Silver Corp
Symbol VZLA
Shares Issued 231,824,037
Close 2024-03-26 C$ 1.70
Market Cap C$ 394,100,863
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Vizsla Silver, Royalties to reorganize

2024-03-27 11:25 ET - News Release

Mr. Michael Konnert reports

VIZSLA SILVER PROVIDES CORPORATE AND ROYALTY UPDATE

Vizsla Silver Corp. has executed an arrangement agreement with Vizsla Royalties Corp., whereby the business of the company will be reorganized into two companies by way of a plan of arrangement under the Business Corporations Act (British Columbia). Vizsla Silver shareholders will vote on the arrangement at a special meeting of shareholders to be held on a date to be announced. To be effective, the arrangement must be approved by a special resolution passed by at least 66-2/3 per cent of the votes cast by Vizsla Silver shareholders present in person or represented by proxy at the meeting, which shareholders are entitled to one vote for each Vizsla Silver share held.

The arrangement involves, among other things, the distribution of common shares and warrants of Vizsla Royalties to Vizsla Silver shareholders, such that each shareholder as of a particular date, immediately prior to closing of the transaction (the record date) will receive one-third of a Vizsla Royalties share and one-third of a Vizsla Royalties warrant for each common share of Vizsla Silver held as of the record date. Vizsla Silver warrants will also be adjusted and Vizsla Silver options will be replaced pursuant to the arrangement, as described in more detail in the information circular that will be mailed to shareholders prior to the meeting.

After careful consideration, the board of directors has unanimously determined that the arrangement is fair to shareholders and is in the best interests of the company. A description of the various factors considered by the board of directors in arriving at this determination will be provided in the circular.

At-the-market (ATM) program

The company also announces that it has entered into an equity distribution agreement with Canaccord Genuity Corp. and filed a prospectus supplement (as defined below) in respect of an at-the-market equity program.

The ATM program allows the company to issue and sell up to $50-million of Vizsla Silver shares from treasury to the public, from time to time, through Canaccord Genuity, at the company's discretion and in accordance with the terms and conditions of the distribution agreement. All Vizsla Silver shares issued under the ATM program will be sold in transactions that are deemed to be at-the-market distributions, as defined in National Instrument 44-102 -- Shelf Distributions, including sales made directly on the TSX Venture Exchange or on any other marketplace (as defined in National Instrument 21-101 -- Marketplace Operation) in Canada, and/or any other method permitted by applicable law, at the prevailing market price at the time of sale and, as such, prices may vary among purchasers during the period of the ATM program.

"It is prudent for Vizsla Silver to have an ATM program available for optionality," commented Michael Konnert, president and chief executive officer. "The company never utilized the ATM that it had in place from April, 2021, until March, 2023. The company does not expect to use the ATM program in the regular course of business."

The ATM program is intended to provide the company with additional financing flexibility should it be required in the future. The volume and timing of distributions under the ATM program, if any, will be determined in the company's sole discretion. Distributions of the Vizsla Silver shares under the ATM program will be made pursuant to the terms and conditions of the distribution agreement.

The ATM program will be effective until the earlier of the date on which (i) the issuance and sale of all of the Vizsla Silver shares issuable pursuant to the ATM program have been completed, and (ii) the receipt issued for the shelf prospectus (as defined below) ceases to be effective, unless earlier terminated prior to such date by the company or Canaccord Genuity in accordance with the terms of the distribution agreement. The company intends to use the net proceeds from the ATM program, if any, for general corporate purposes and working capital needs. The company will pay Canaccord Genuity a cash fee equal to 3 per cent of the gross proceeds of Vizsla Silver shares sold under the distribution agreement.

The offering of Vizsla Silver shares under the ATM program is qualified by a prospectus supplement dated March 26, 2024, to the short form base shelf prospectus dated March 31, 2023, which were each filed with the applicable securities regulatory authorities in each of the provinces and territories in Canada. The distribution agreement, the prospectus supplement and the shelf prospectus are available on SEDAR+. Alternatively, Canaccord Genuity will send copies of the distribution agreement, the prospectus supplement and the shelf prospectus upon request by contacting Canaccord Genuity at: Canaccord Genuity, suite 2100, 40 Temperance St., Toronto, Ont., M5H 0B4, or by e-mail at ecm@cgf.com.

About the Panuco project

The newly consolidated Panuco silver-gold project is an emerging high-grade discovery located in southern Sinaloa, Mexico, near the city of Mazatlan. The 7,189.5-hectare, past-producing district benefits from over 86 kilometres of total vein extent, 35 kilometres of underground mines, roads, power and permits.

The district contains intermediate-to-low-sulphidation epithermal silver and gold deposits related to siliceous volcanism and crustal extension in the Oligocene and Miocene. Host rocks are mainly continental volcanic rocks correlated to the Tarahumara formation.

About Vizsla Silver Corp.

Vizsla Silver is a Canadian mineral exploration and development company headquartered in Vancouver, B.C., focused on advancing its flagship, 100-per-cent-owned Panuco silver-gold project located in Sinaloa, Mexico. To date, Vizsla Silver has completed over 350,000 metres of drilling at Panuco, leading to the discovery of several new high-grade veins. For 2024, Vizsla Silver is focused on derisking the resource base located in the western portion of the district ahead of a development decision. Additionally, Vizsla Silver has budgeted more than 65,000 metres of resource-based/discovery-based drilling designed to upgrade and expand the Panuco project's mineral resource as well as test other high-priority targets across the district.

Qualified person

In accordance with National Instrument 43-101, Jesus Velador, PhD, MMSA QP (qualified person), vice-president of exploration, is the qualified person for the company and has reviewed and approved the technical and scientific content of this news release.

We seek Safe Harbor.

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