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VANCOUVER, BC, Nov. 7, 2022 /CNW/ – Silver Viper Minerals Corp. (the “Firm” or “Silver Viper“) (TSXV: VIPR) (OTC: VIPRF) is happy to announce that it has entered right into a non-binding letter of intent dated November 6, 2022 (the “LOI“) with Canasil Assets Inc. (TSXV: CLZ) (“Canasil“) with respect to the proposed acquisition (the “Proposed Transaction“) by the Firm of all the issued and excellent shares of Canasil (the “Canasil Shares“) in alternate for frequent shares of Silver Viper. Canasil is a Canadian mineral exploration firm with a portfolio of 100% owned silver, gold, copper, zinc and lead exploration initiatives in Durango and Zacatecas States, Mexico, and in British Columbia.
Steve Cope, President, CEO and a director of Silver Viper commented, “I’m very comfortable to announce this proposed acquisition as I imagine that the energy of the brand new car can be helpful to shareholders of each firms. The portfolio of belongings in Canasil is spectacular and I imagine that together with them with our flagship La Virginia challenge provides numerous worth to Silver Viper. This can be achieved by conducting our personal exploration applications, optioning sure belongings, creation of maiden assets or spinning out initiatives into a brand new firm. We now have numerous choices on learn how to proceed on every challenge and we’ll look to maximise the worth on all of them.”
“We’re very happy to announce this enterprise mixture with Silver Viper,” commented Michael McInnis, Chairman of Canasil. “Silver Viper has wonderful expertise working in Mexico and so they have a silver focus as does Canasil. We imagine that there’s a actual synergy with our portfolio of initiatives and theirs. Silver Viper’s Administrators and administration embody business professionals with a constant observe document of figuring out and advancing profitable exploration initiatives and we imagine the mix will create vital worth for our shareholders.”
Phrases of the LOI
The LOI gives that the Proposed Transaction will be applied by means of a plan of association (the “Association“) below the Enterprise Firms Act (British Columbia) pursuant to the phrases of a definitive association settlement (the “Definitive Settlement“) to be negotiated and entered into by Silver Viper and Canasil. Pursuant to the Association, Silver Viper will purchase all the excellent Canasil Shares on the premise that shareholders of Canasil will obtain one (1) frequent share of Silver Viper (every, a “Silver Viper Share“) for each 4 (4) Canasil Shares held (the “Alternate Ratio“). Remedy of excellent Canasil convertible securities can be set out within the Definitive Settlement, supplied that the variety of Silver Viper Shares that holders of the Canasil convertible securities will develop into entitled to following closing of the Proposed Transaction can be adjusted by the Alternate Ratio. The LOI additional contemplates that at closing of the Proposed Transaction, Canasil can have the proper to appoint one member to the board of administrators of Silver Viper. Previous to completion of the Association, Silver Viper can be required to finish a financing for gross proceeds of at the least $1,000,000 and Canasil can be required to finish a financing for gross proceeds of at the least $260,000.
The Definitive Settlement will embody the phrases set out within the LOI and summarized on this press launch and such different representations, warranties, circumstances, covenants and provisions customary for transactions of this nature and that aren’t inconsistent with the LOI. The Firm and Canasil count on to barter and execute the Definitive Settlement on or earlier than December 20, 2022. Pursuant to the LOI, Canasil has agreed that if it would not execute the Definitive Settlement reflecting the fabric phrases and circumstances of the Proposed Transaction set forth within the LOI or materials phrases and circumstances considerably related thereto (apart from because of both mutual settlement with Silver Viper to terminate the LOI or to vary such materials phrases and circumstances in any materials respect or the unilateral resolution of Silver Viper to not proceed with the Proposed Transaction based mostly on Silver Viper’s due diligence or in any other case), then Canasil can pay Silver Viper a $500,000 termination price.
The LOI is non-binding and there could be no assurance that the Definitive Settlement can be entered into or that the Proposed Transaction can be accomplished as proposed or in any respect. The closing of the Proposed Transaction can be topic to Silver Viper’s passable completion of due diligence of Canasil; the negotiation of the Definitive Settlement and different closing documentation; Canasil shareholder approval; completion of extra financings by every of Canasil and Silver Viper; and court docket, company and regulatory approvals, together with the approval of the TSX Enterprise Alternate (the “TSXV“). The TSXV has on no account handed upon the deserves of the Proposed Transaction and has neither authorized nor disapproved the contents of this information launch.
Appoint of New Technical Advisor
The Firm can be happy to announce that Tatiana Alva Jimenez, M.Sc. P.Geo., Vice President Exploration of Belcarra Group Administration Ltd., has been appointed as a Technical Advisor to Silver Viper. In addition to a geological sciences diploma from each Peru and Canada, she has 18 years of worldwide expertise with firms and mining business consulting companies. She is a registered Skilled Geoscientist (P.Geo.) with Engineers & Geoscientists British Columbia and is a member of the Society of Financial Geologists and Sociedad Geológica del Perú. She holds a Geology diploma from Universidad Nacional de Ingeniería, Lima, Peru and a Grasp of Science in Financial Geology from the College of British Columbia, Vancouver, BC, Canada. She is bilingual in English and Spanish. Of direct software to Silver Viper is her expertise in Mexico, the place she has labored on initiatives within the Sierra Madre Occidental and the Mesa Central.
Further Tranche of Personal Placement
Additional to its press launch dated July 6, 2022, the Firm additionally declares that on September 30, 2022, following receipt of TSXV approval, it closed an extra tranche (the “Further Tranche“) of its non-brokered personal placement (the “Providing“) first introduced on June 6, 2022. The Further Tranche was comprised of 1,000,000 items of the Firm (the “Models“) issued at a worth of $0.20 per Unit for mixture gross proceeds of $200,000.
Every Unit consists of 1 Silver Viper Share and one-half of 1 frequent share buy warrant (every complete warrant, a “Warrant“). Every Warrant entitles the holder thereof to amass one Share on the worth of $0.30 per Share till September 30, 2024. The Silver Viper Shares and Warrants comprising the Models and any Silver Viper shares issued upon the train of the Warrants are topic to a statutory maintain interval which expires on January 31, 2023.
The Firm intends to make use of the online proceeds from the Providing for working capital necessities and different normal company functions. No charges have been paid to any finders in reference to the closing of the Further Tranche.
The securities described herein in respect of the Providing haven’t been, and won’t be, registered below america Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities legal guidelines, and accordingly, is probably not provided or offered inside america besides in compliance with the registration necessities of the U.S. Securities Act and relevant state securities necessities or pursuant to exemptions therefrom. This press launch shouldn’t be a proposal or a solicitation of a proposal of securities on the market in america, nor will there be any sale of the securities in any jurisdiction during which such provide, solicitation or sale could be illegal.
About Silver Viper
Silver Viper Minerals Corp. is a Canadian-based junior mineral exploration firm targeted on valuable metals exploration within the northwestern Mexican state of Sonora. The Firm presently operates the La Virginia Gold-Silver Challenge. Silver Viper has 100% possession of the La Virginia concessions acquired from the latest operator, Pan American Silver Corp., and has an choice to amass a 100% curiosity within the Rubi-Esperanza group of claims inside to these concessions. Silver Viper is below administration supplied by the Belcarra Group, which is comprised of extremely certified mining professionals.
Canasil is a Canadian mineral exploration firm with a robust portfolio of 100% owned silver-gold-copper-lead-zinc exploration initiatives in Durango and Zacatecas States, Mexico, and in British Columbia, Canada. The Firm’s administrators and administration embody business professionals with a observe document of figuring out and advancing profitable mineral exploration initiatives by to discovery and additional growth. The Firm is actively engaged within the exploration of its mineral properties, and maintains an working subsidiary in Durango, Mexico, with full time geological and help workers for its operations in Mexico.
ON BEHALF OF THE BOARD OF DIRECTORS OF SILVER VIPER,
President and CEO
Neither the TSX Enterprise Alternate nor its Regulation Companies Supplier (as that time period is outlined within the insurance policies of the TSX Enterprise Alternate) accepts duty for the adequacy or accuracy of this launch.
Ahead Trying Statements
This information launch comprises forward-looking info below the provisions of relevant Canadian securities laws. All statements on this information launch, apart from statements of historic truth, are forward-looking info with respect to Silver Viper together with however not restricted to: feedback concerning the phrases upon which the Proposed Transaction can be accomplished; feedback on the long run growth or spin out of mineral initiatives or properties; the negotiation and execution of the Definitive Settlement; the potential results of the Proposed Transaction; potential financings that may happen in respect of the Proposed Transaction; the appointment of a brand new member to the board of administrators of the Firm; fee of any termination charges; and use of proceeds of the Providing. Ahead-looking info is essentially based mostly upon numerous components and assumptions that, if unfaithful, may trigger the precise outcomes, performances or achievements of the Firm to be materially completely different from future outcomes, performances or achievements expressed or implied by such statements. Such statements and knowledge are based mostly on quite a few assumptions concerning current and future enterprise methods and the setting during which the Firm will function sooner or later, together with the value of gold, anticipated prices and skill to realize targets. In respect of the forward-looking statements in regards to the anticipated completion of the Proposed Transaction, Silver Viper has supplied them in reliance on sure assumptions that they imagine are affordable at the moment, together with assumptions as to the time required to barter the Definitive Settlement and full issues regarding the Proposed Transaction, together with the extra financings of Silver Viper and Canasil; the flexibility of the events to obtain, in a well timed method, the required shareholder, regulatory, court docket, company and different third get together approvals; and the flexibility of the events to fulfill, in a well timed method, the opposite circumstances to the closing of the Proposed Transaction. Ahead-looking statements handle future occasions and circumstances and due to this fact contain inherent dangers and uncertainties. Such components embody, amongst different issues: dangers and uncertainties regarding the Proposed Transaction not closing when deliberate or in any respect or on phrases and circumstances set forth within the LOI; the failure to acquire vital shareholder, court docket, regulatory and third get together approvals with the intention to proceed with the Proposed Transaction; the advantage of the Proposed Transaction not being realized; the flexibility of Silver Viper or Canasil to acquire extra financing, the necessity to adjust to environmental and governmental laws, fluctuations within the costs of commodities, working hazards and dangers, competitors and different dangers and uncertainties, together with these described within the Firm’s monetary statements and administration dialogue and evaluation (“MD&A“) out there on www.sedar.com. The chance components recognized within the monetary statements and MD&A will not be meant to signify a whole record of things that would have an effect on the Firm. Precise outcomes could differ materially from these presently anticipated in such statements and Silver Viper undertakes no obligation to replace such statements, besides as required by regulation.
SOURCE Silver Viper Minerals Corp.
For additional info: For Additional Data, please contact Silver Viper Minerals Corp. at 604-687-8566, e mail [email protected] go to our web site at www.silverviperminerals.com.