Star Metro - Regency Silver Corp. Announces Second Upsize of Brokered Private Placement to $3.1M and Pending Completion of 2 For 1 Share Consolidation

Each Unit shall consist of one common share in the capital of the Company (each, a "Share") and one-half of one Share purchase warrant (each, whole Share purchase warrant, a "Warrant"). Each full Warrant shall entitle the holder thereof to purchase one additional Share (a "Warrant Share") at a price of $0.10 for a period of 24 months from the Closing Date (as defined herein).

The net proceeds of the Offering will be used for drilling on the Company's Dios Padre Project in Sonora, Mexico and general working capital purposes.

The Offering is expected to close on or around August 27, 2025 or such other date as agreed upon between the Company and the Lead Agent (the "Closing Date") and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange, and the completion of the Consolidation (as defined below). Assuming completion of the Consolidation, the Issue Price will be $0.10 per Unit and each full Warrant will be exercisable at a price of $0.20. The securities to be issued under the Offering will have a hold period of four months and one day from the Closing Date.

The Offering is conditional upon the Company completing a consolidation of its issued and outstanding common shares at a ratio of two (2) pre-consolidation Common Shares to one (1) post-consolidation Common Share (the "Consolidation"). The Consolidation is expected to take effect on or about August 26, 2025.

There are currently 112,083,201 Common Shares issued and outstanding. Subsequent to the Consolidation, the Company will have approximately 56,041,600 Common Shares issued and outstanding, subject to rounding. No fractional shares will be issued as a result of the Consolidation and any fractional shares resulting from the Consolidation will be rounded down to the next whole Common Share, No cash consideration will be paid in respect of fractional shares.

Registered shareholders holding share certificates will be mailed a letter of transmittal advising of the Consolidation and instructing them to surrender the share certificates representing pre-Consolidation shares for replacement certificates or a direct registration advice representing their post-Consolidation shares. Until surrendered for exchange, each share certificate formerly representing pre-Consolidation shares will be deemed to represent the number of whole post-Consolidation shares to which the holder is entitled as a result of the Consolidation.

The new CUSIP and ISIN numbers for the post-Consolidation Common Shares are CUSIP 75889D208/ISIN CA75889D2086. The post-Consolidation shares will continue to trade on the TSXV under the Company's existing name and trading symbol.

The Units to be issued will be offered by way of private placement in each of the provinces and territories of Canada, in the United States pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), and in jurisdictions outside of Canada and the United States mutually agreed by the Company and the Lead Agent provided it is understood that no prospectus filing, registration or comparable obligation arises in such other jurisdiction.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

For further details about Regency Silver please visit www.regency-silver.com.

Contact Information

Regency Silver Corp.
Bruce Bragagnolo, Executive Chairman
Email: [email protected]
(604) 417-9517

ABOUT REGENCY SILVER CORP.

Regency Silver Corp. is a Canadian resource company exploring for high grade gold, copper, and silver in Mexico. Regency Silver is led by a team of experienced professionals with expertise in both exploration and production.

About Centurion One Capital

Centurion One Capital ("Centurion One") is the premier independent Investment Banking firm dedicated to fueling the growth and success of growth companies in North America. With an unwavering commitment to delivering comprehensive financial solutions and strategic guidance, Centurion One is a trusted strategic partner and catalyst to propel issuers to unlock their full potential. Their team comprises seasoned professionals who combine extensive financial expertise with deep knowledge of various sectors. It takes a proactive and results-driven approach, working closely with its clients to develop tailored strategies and execute transactions that maximize value and drive long-term success.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:

This news release includes certain forward-looking statements and forward-looking information (together, "forward-looking statements"). All statements other than statements of historical fact included in this release, including, without limitation, statements regarding the Consolidation and the effective date thereof, and the anticipated closing date of the Offering and the use of the proceeds therefrom. There can be no assurance that such statements will prove to be accurate and actual results and future events may vary from those anticipated in such statements. Important risk factors that could cause actual results to differ materially from the Company's plans or expectations include the risk that regulatory changes, fundraising, and risk associated with mineral exploration, including the risk that actual results of exploration will be different from those expected by management. The forward-looking statements in this news release were developed based on the expectations of management and that the risks described above will not materialize. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as otherwise required by applicable securities legislation.

Neither the 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.

SOURCE: Regency Silver Corp.

View the original press release on ACCESS Newswire

S.Clark--SMC