Bayhorse Silver Announces Closing of Brokered LIFE Offering for Gross Proceeds of C$4.1 Million
April 29, 2026 BHS2026-12
Bayhorse Silver Announces Closing of Brokered LIFE Offering for Gross Proceeds of C$4.1 Million
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Bayhorse Silver Inc. (BHS: TSX-V, 7KXN: FRANKFURT) (the “Company” or “Bayhorse”) is pleased to announce the closing of its previously announced “best efforts” private placement (the “Offering”) for gross proceeds of C$4,113,480, which includes the partial exercise of the agent’s option. Pursuant to the Offering, the Company sold 58,764,000 units of the Company (the “Units”) at a price of C$0.07 per Unit (the “Offering Price”). Red Cloud Securities Inc. (“Red Cloud”) acted as sole agent and bookrunner in connection with the Offering.
Each Unit consists of one common share of the Company (each, a “Common Share”) and one common share purchase warrant (each, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Common Share (a “Warrant Share”) at a price of C$0.10 at any time on or before April 29, 2029.
The Company intends to use the net proceeds of the Offering for the exploration and advancement of the Company’s Bayhorse Silver Mine and adjacent Pegasus Porphyry Copper Project in Idaho, U.S., as well as for general working capital and corporate purposes, as is more fully described in the Offering Document (as defined herein).
In accordance with National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”), the Units were issued to purchasers resident in Canada pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the “Listed Issuer Financing Exemption”). The securities issuable from the sale of Units issued pursuant to the Listed Issued Financing Exemption to purchasers resident in Canada are immediately freely tradeable in accordance with applicable Canadian securities legislation.
As consideration for their services, Red Cloud received a cash fee of C$234,123 and 3,344,610 non-transferable common share purchase warrants (the “Broker Warrants”). Each Broker Warrant is exercisable into one Common Share at the Offering Price at any time on or before April 29, 2029. The Broker Warrants and any Common Shares issuable upon any future exercise of the Broker Warrants will be subject to a hold period in Canada in accordance with applicable Canadian securities law, expiring on August 30, 2026.
There is an offering document (the “Offering Document”) dated April 14, 2026 related to the Offering that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at: www.bayhorsesilver.com.
The closing of the Offering remains subject to the final approval of the TSX Venture Exchange.
The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the United States or U.S. persons, absent registration under the U.S. Securities Act and all applicable U.S. state securities laws or in compliance with an exemption therefrom. This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
This news release has been prepared on behalf of the board of directors of Bayhorse Silver Inc. who accept full responsibility for its content.
Graeme O’Neill, CEO
