/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
OR DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, BC, July 10,
2024 /CNW/ - Kootenay Silver Inc. (TSXV:
KTN) (the "Company" or "Kootenay") is
pleased to announce that it has established an "at-the-market"
equity distribution program (the "ATM Program"). The ATM
Program allows Kootenay to issue and sell, at its discretion,
common shares in the capital of Kootenay ("Common Shares")
that would have the aggregate sales amount of up to $5,000,000, to the public from time to time
through Research Capital Corporation (the "Agent"), acting
as agent. All Common Shares sold under the ATM Program will be sold
at the prevailing market price at the time of the sale, directly
through the TSX Venture Exchange or any other recognized
marketplace upon which the Common Shares are listed, quoted or
otherwise traded in Canada. Kootenay currently intends to use
the net proceeds from the ATM Program to the extent raised, for the
advancement of the Columba Silver Project and for general corporate
purposes.
Distribution of Common Shares under the ATM Program will be made
pursuant to the terms of an equity distribution agreement (the
"Equity Distribution Agreement") dated
July 4, 2024 entered into between
Kootenay and the Agent.
The ATM Program will be effective until the earlier of: (i) the
issuance and sale of all of the Common Shares issuable pursuant to
the ATM Program; and (ii) April 27,
2026, unless terminated prior to such date by Kootenay or
the Agent. As Common Shares sold in the ATM Program will be issued
and sold at the prevailing market price at the time of the sale,
prices may vary among purchasers during the period of distribution.
Pursuant to the terms of the Equity Distribution Agreement, the
Company will compensate the Agent for its services in acting as
agent in sale of the Common Shares pursuant to the ATM Offering in
cash in an amount equal to 2.5% of the gross proceeds from sales of
the Common Shares.
The offering under the ATM Program is qualified by a prospectus
supplement dated July 4, 2024 (the
"Prospectus Supplement") to Kootenay's final short form base
shelf prospectus filed in all of the provinces and territories of
Canada, dated March 27, 2024 (the "Base Shelf
Prospectus"). Copies of the Equity Distribution Agreement, the
Prospectus Supplement and the Base Shelf Prospectus may be obtained
on request, without charge, from the Corporate Secretary of
Kootenay Silver Inc. at Suite 1125 - 595 Howe Street, Vancouver, British Columbia, Canada V6C 2T5
(Telephone (604)-601-5650) and are available on the Company's
profile on SEDAR+ at www.sedarplus.ca.
This news release does not constitute an offer to sell or the
solicitation of an offer to buy securities, nor shall there be any
sale of securities in the United
States, or in any other jurisdiction in which such offer,
solicitation or sale would be unlawful. The securities described in
this news release have not been and will not be registered under
the United States Securities Act of 1933, as amended (the "U.S.
Securities Act"), or under any U.S. state securities laws, and
may not be offered, sold, directly or indirectly, or delivered
within the "United States" or to,
or for the account or benefit of, persons in the "United States" or "U.S. persons" (as such
terms are defined in Regulation S under the U.S. Securities Act)
except in certain transactions exempt from the registration
requirements of the U.S. Securities Act and all applicable U.S.
state securities laws.
About Kootenay Silver Inc.
Kootenay Silver Inc. 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.
Neither 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.
Cautionary Statements regarding Forward-Looking
Information
This news release contains "forward-looking information"
within the meaning of applicable Canadian securities legislation.
"Forward-looking information" includes, but is not limited to,
statements with respect to the activities, events or developments
that the Company expects or anticipates will or may occur in the
future, including expectations regarding the sale of Common Shares
under the ATM Program, the proceeds from the ATM Program and the
Company's use of the proceeds from the ATM Program.
Generally, but not always, forward-looking information and
statements can be identified by the use of words such as "plans",
"expects", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates", or "believes" or the
negative connotation thereof or variations of such words and
phrases or state that certain actions, events or results "may",
"could", "would", "might" or "will be taken", "occur" or "be
achieved" or the negative connation thereof.
Such forward-looking information and statements are based on
numerous assumptions, including among others, that the Company will
receive the necessary regulatory approvals for the ATM Program and
that the Company will be able to use the proceeds from the ATM
Program as anticipated.
Although the assumptions made by the Company in providing
forward-looking information or making forward-looking statements
are considered reasonable by management at the time, there can be
no assurance that such assumptions will prove to be accurate and
actual results and future events could differ materially from those
anticipated in such statements. Important factors that could cause
actual results to differ materially from the Company's plans or
expectations include, without limitation, the risk that the Company
is not able to use the proceeds from the ATM Program as anticipated
by management and the risk that the Company does not receive the
requisite regulatory approvals for the ATM Program.
Although the Company has attempted to identify important
factors that could cause actual results to differ materially from
those contained in the forward-looking information or implied by
forward-looking information, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can
be no assurance that forward-looking information and statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated, estimated or
intended. Accordingly, readers should not place undue reliance on
forward-looking statements or information.
SOURCE Kootenay Silver Inc.