December 20, 2023 BHS2023-17
BAYHORSE CLOSES FIRST TRANCHE OF PRIVATE PLACEMENT
Bayhorse Silver Inc, (BHS: TSX-V, BHSIF: OTCQB, 7KXN: FRANKFURT) (the “Company” or “Bayhorse”) announces that, subject to the approval of the TSX Venture Exchange, it has closed a first tranche of 13,167,500 units of its non-brokered private placement dated December 20, 2023, for gross proceeds of $658,375.
Each unit will consist of one common share, and one transferrable common share purchase warrant. Each warrant will be exercisable into one common share of the Company at a price of $0.10 cents per common share for a period of 24 months from the date of issuance.
The funds received are to conduct the planned initial underground drilling program at the Bayhorse Mine, to conduct a deep penetrating VTEM survey over the entire Bayhorse Property to determine whether a deep seated anomaly is present, to complete the Company’s full operating permit application for the Bayhorse Silver Mine, and for general and administrative expenses.
In addition to any other exemption available to the Company, participation in the non-brokered financing is also open to all existing shareholders, even if not accredited investors, under the “existing shareholder” exemption of National Instrument 45-106 as promulgated in Multilateral CSA notice 45-313 in participating jurisdictions.
Finder fees may be payable on a portion of the financing not taken down by insiders according to the policies of the TSX Venture Exchange. Subject to the approval of the TSX Venture Exchange, the Company will pay cash finder fees of $24,430 and issue 488,600 finder warrants, which are exercisable into one common share of the Company at a price of $0.10 cents per common share for a period of 24 months from the date of issuance. Any shares issued pursuant to the finder warrants are subject to a hold period expiring on April 21, 2024.
Securities issued under this first tranche are subject to a hold period expiring on April 21, 2024.
Bayhorse Silver CEO, Graeme O’Neill, has subscribed for 2,600,000 units ($130,000) of the private placement. He has funded his subscription partly through arranged sales and through the facility of the TSX Venture Exchange. Bayhorse Silver CFO, Rick Low, has subscribed for 600,000 units ($30,000) of the private placement. This participation by Bayhorse’s CEO and CFO constitutes a “related party transaction” as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the units acquired by the insider, nor the consideration for the units paid by such insider, exceed 25% of the Company’s market capitalization.
Bayhorse Silver Inc CEO, Graeme O’Neill, will be attending three Vancouver Conferences in January. The Resource Investment Conference, January 21/22, the Metals Investor Forum, January 19/20, and the Cordilleran Roundup, January 22-25.
This News Release has been prepared on behalf of the Bayhorse Silver Inc. Board of Directors, which accepts full responsibility for its content.
On Behalf of the Board.
Graeme O’Neill, CEO