Silver Crown Royalties Completes Offering of Subscription Receipts and Amalgamation With Reporting Issuer

Silver Crown Royalties Completes Offering of Subscription Receipts and Amalgamation With Reporting Issuer

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NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR
FOR DISSEMINATION IN THE UNITED STATES

TORONTO, July 02, 2024 (GLOBE NEWSWIRE) — Silver Crown Royalties Inc. (“Silver Crown”, “SCRi”, the “Corporation”, or the “Company”) is pleased to announce that it has closed its previously announced offering (the “Offering”) of subscription receipts (“Subscription Receipts”). Pursuant to the Offering, Silver Crown Royalties issued 7,408,600 Subscription Receipts at a price of C$0.50 per Subscription Receipt for gross proceeds of C$3,704,300 (the “Subscription Proceeds“).

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Each Subscription Receipt was converted into a unit of Silver Crown (“Unit”) on June 28, 2024 upon the satisfaction of the escrow release conditions and the release of the Subscription Proceeds to Silver Crown (the “Escrow Release”). Each Unit consists of one common share in the capital of Silver Crown (“Common Share”) and one Common Share purchase warrant (“Warrant”).

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Immediately following the Escrow Release, Silver Crown completed its amalgamation (the “Amalgamation”) with 1287412 B.C. Ltd. (“128”), a reporting issuer in British Columbia and Alberta, in accordance with terms of an amalgamation agreement dated May 16, 2024 (the “Amalgamation Agreement”). In accordance with the terms of the Amalgamation Agreement, the securityholders of 128 and Silver Crown became securityholders of one company that is a reporting issuer in British Columbia and Alberta (the “Resulting Issuer”). Pursuant to the terms of the Amalgamation Agreement: (i) each outstanding Common Share and Warrant was exchanged on a 20 for 1 basis (the “Exchange Ratio”) for common shares and warrants of the Resulting Issuer; and (ii) each outstanding 128 share was exchanged on a 53.5 to 1 basis for common shares of the Resulting Issuer. The Resulting Issuer will continue as Silver Crown Royalties Inc., as described in the press release dated May 16, 2024.

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The Resulting Issuer has filed its initial listing statement with Cboe Canada Inc. (“Cboe”) and anticipates receipt of a conditional approval letter in the coming weeks. The Resulting Issuer anticipates listing its common shares on Cboe in Q3 2024.

Peter Bures, Silver Crown’s Chief Executive Officer, commented: “This is an exciting time for Silver Crown and its shareholders as we look to unlock value from our silver royalty portfolio as a public company. We believe a positive re-rate is possible, which will benefit our shareholders once Silver Crown starts trading amongst its peer group.”

Subsequent Financing

To further facilitate the Resulting Issuer’s growth initiatives, the Resulting Issuer will also undertake a subsequent financing (the “Subsequent Offering”) to accommodate registered accounts at a price of C$10.00 per unit (the “Subsequent Offering Units”) of the Resulting Issuer for gross proceeds of up to C$1,500,000. Each Subsequent Offering Unit consists of one common share (“Resulting Issuer Common Share”) and one warrant of the Resulting Issuer (a “Resulting Issuer Warrant”). Each whole Resulting Issuer Warrant entitles the holder thereof to purchase an additional Resulting Issuer Common Share at a price of $16.00 for a period of 3 years from closing of the Subsequent Offering. All securities issued pursuant to the Subsequent Offering will be subject to a standard four month hold.

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ABOUT CBOE CANADA

Cboe Canada is Canada’s Tier 1 stock exchange for the purpose-driven Innovation Economy, providing a best-in-class listing experience for issuers that are shaping the economies of tomorrow. Fully operational since 2015, Cboe Canada lists investment products and companies seeking an internationally recognized stock exchange that enables investor trust, quality liquidity, and broad awareness including unfettered access to market data.

Cboe Canada is part of the Cboe Global Markets network, leveraging deep international expertise, industry-leading market intelligence and technology, and unparalleled service to deliver what stakeholders and the world need now, and for the future.

ABOUT SILVER CROWN ROYALTIES INC.

Founded by industry veterans, SCRi is a pre-IPO stage revenue-generating silver-only royalty company focusing on silver as byproduct credits. SCRi aims to minimize the economic impact on mining projects while maximizing returns for shareholders. SCRi presently has two sources of revenues and continues to build on this foundation, targeting additional operational silver-producing projects.

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For further information, please contact:

Silver Crown Royalties Inc.
Peter Bures
Chairman and CEO
Email: pbures@silvercrownroyalties.com

FORWARD-LOOKING STATEMENTS

This release contains certain “forward looking statements” and certain “forward-looking information” as defined under applicable Canadian and U.S. securities laws. Forward-looking statements and information can generally be identified by the use of forward-looking terminology such as “may”, “will”, “should”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “continue”, “plans” or similar terminology. The forward-looking information contained herein is provided for the purpose of assisting readers in understanding management’s current expectations and plans relating to the future. Readers are cautioned that such information may not be appropriate for other purposes. Forward-looking statements and information include, but are not limited to, statements with respect to the use of proceeds from the Offering, the receipt of a conditional approval letter from Cboe, the listing of the Common Shares on Cboe and the completion of the Subsequent Offering. Forward-looking statements and information are based on forecasts of future results, estimates of amounts not yet determinable and assumptions that, while believed by management to be reasonable, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual actions, events or results to be materially different from those expressed or implied by such forward-looking information, including but not limited to: the impact of general business and economic conditions; the absence of control over mining operations from which SCR will purchase gold and other metals or from which it will receive royalty payments and risks related to those mining operations, including risks related to international operations, government and environmental regulation, delays in mine construction and operations, actual results of mining and current exploration activities, conclusions of economic evaluations and changes in project parameters as plans continue to be refined; accidents, equipment breakdowns, title matters, labor disputes or other unanticipated difficulties or interruptions in operations; SCR’s ability to enter into definitive agreements and close proposed royalty transactions; the inherent uncertainties related to the valuations ascribed by SCR to its royalty interests; problems inherent to the marketability of gold and other metals; the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses; industry conditions, including fluctuations in the price of the primary commodities mined at such operations, fluctuations in foreign exchange rates and fluctuations in interest rates; government entities interpreting existing tax legislation or enacting new tax legislation in a way which adversely affects SCR; stock market volatility; regulatory restrictions; liability, competition, the potential impact of epidemics, pandemics or other public health crises on SCR’s business, operations and financial condition, loss of key employees. SCR has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information. SCR undertakes no obligation to update forward-looking information except as required by applicable law. Such forward-looking information represents management’s best judgment based on information currently available.

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This document does not constitute an offer to sell, or a solicitation of an offer to buy, securities of the Corporation in Canada, the United States or any other jurisdiction. Any such offer to sell or solicitation of an offer to buy the securities described herein will be made only pursuant to subscription documentation between the Corporation and prospective purchasers. Any such offering will be made in reliance upon exemptions from the prospectus and registration requirements under applicable securities laws, pursuant to a subscription agreement to be entered into by the Corporation and prospective investors.


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