Prince Silver Corp. Announces Closing of Stampede Acquisition, Issuance of Securities and Filing of Technical Report.
Prince Silver Corp. (OTC:HWTNF) has completed the acquisition of Stampede Metals Corporation from Stampede Metals Limited, marking a significant transformation for the company. The transaction includes the issuance of 15,000,000 Consideration Units to Stampede AU, which now holds a 32% controlling stake in the company.
The company has successfully converted its subscription receipts, raising gross proceeds of $3,997,975.05, and now has 45,861,440 common shares outstanding post-consolidation. The deal includes Contingent Value Rights that could convert into up to 8,500,000 Milestone Shares based on resource milestones.
Additionally, Prince Silver has filed a technical report for its Prince Silver Project in Nevada and appointed Robert Wrixon to its board of directors while announcing Samantha Shorter's resignation.
Prince Silver Corp. (OTC:HWTNF) ha completato l'acquisizione di Stampede Metals Corporation da Stampede Metals Limited, segnando una trasformazione significativa per l'azienda. L'operazione prevede l'emissione di 15.000.000 di Unit脿 di Controvalore a Stampede AU, che detiene ora una quota di controllo del 32% nella societ脿.
L'azienda ha convertito con successo i suoi ricevuti di sottoscrizione, raccogliendo proventi lordi per 3.997.975,05 dollari, e ora conta 45.861.440 azioni ordinarie in circolazione dopo la consolidazione. L'accordo include Diritti di Valore Contingente che potrebbero convertirsi in un massimo di 8.500.000 azioni di traguardo basate su obiettivi di risorse.
Inoltre, Prince Silver ha depositato un rapporto tecnico per il suo Progetto Prince Silver in Nevada e ha nominato Robert Wrixon nel consiglio di amministrazione, annunciando contemporaneamente le dimissioni di Samantha Shorter.
Prince Silver Corp. (OTC:HWTNF) ha completado la adquisici贸n de Stampede Metals Corporation a Stampede Metals Limited, marcando una transformaci贸n significativa para la empresa. La transacci贸n incluye la emisi贸n de 15.000.000 Unidades de Contraprestaci贸n a Stampede AU, que ahora posee una participaci贸n de control del 32% en la compa帽铆a.
La empresa ha convertido con 茅xito sus recibos de suscripci贸n, recaudando ingresos brutos de 3.997.975,05 d贸lares, y ahora cuenta con 45.861.440 acciones comunes en circulaci贸n tras la consolidaci贸n. El acuerdo incluye Derechos de Valor Contingente que podr铆an convertirse en hasta 8.500.000 acciones de hitos basadas en objetivos de recursos.
Adem谩s, Prince Silver ha presentado un informe t茅cnico para su Proyecto Prince Silver en Nevada y ha nombrado a Robert Wrixon en su junta directiva, mientras anuncia la renuncia de Samantha Shorter.
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須岇偓電� 靹标车鞝侅溂搿� 觳暯 鞓侅垬歃濎潉 鞝勴櫂頃橃棳 齑� 3,997,975.05 雼煬鞚� 鞛愱笀鞚� 臁半嫭頄堨溂氅�, 頃╇硲 頉� 45,861,440 氤错喌欤�臧 氚滍枆霅橃棃鞀惦媹雼�. 鞚措矆 瓯半灅鞐愲姅 鞛愳洂 氇╉憸鞐� 霐半澕 斓滊寑 8,500,000 靹标臣 欤检嫕鞙茧 鞝勴櫂 臧電ロ暅 臁瓣贝攵 臧旃� 甓岆Μ霃� 韽暔霅橃柎 鞛堨姷雼堧嫟.
霕愴暅 Prince Silver電� 雱る皵雼れ潣 Prince Silver 頂勲鞝濏姼鞐� 雽頃� 旮办垹 氤搓碃靹滊ゼ 鞝滌稖頃橁碃, Robert Wrixon鞚� 鞚挫偓須岇棎 鞛勲獏頄堨溂氅� Samantha Shorter鞚� 靷瀯鞚� 氚滍憸頄堨姷雼堧嫟.
Prince Silver Corp. (OTC:HWTNF) a finalis茅 l'acquisition de Stampede Metals Corporation aupr猫s de Stampede Metals Limited, marquant une transformation majeure pour la soci茅t茅. La transaction inclut l'茅mission de 15 000 000 d'unit茅s de contrepartie 脿 Stampede AU, qui d茅tient d茅sormais une participation de contr么le de 32% dans l'entreprise.
La soci茅t茅 a r茅ussi 脿 convertir ses re莽us de souscription, levant ainsi 3 997 975,05 $ brut, et compte d茅sormais 45 861 440 actions ordinaires en circulation apr猫s consolidation. L'accord comprend des droits de valeur contingente pouvant se convertir en jusqu'脿 8 500 000 actions li茅es 脿 des jalons en fonction des objectifs de ressources.
De plus, Prince Silver a d茅pos茅 un rapport technique pour son projet Prince Silver au Nevada, nomm茅 Robert Wrixon 脿 son conseil d'administration et annonc茅 la d茅mission de Samantha Shorter.
Prince Silver Corp. (OTC:HWTNF) hat die 脺bernahme der Stampede Metals Corporation von Stampede Metals Limited abgeschlossen und damit eine bedeutende Transformation des Unternehmens eingeleitet. Die Transaktion umfasst die Ausgabe von 15.000.000 Gegenleistungseinheiten an Stampede AU, die nun einen 32%igen Kontrollanteil am Unternehmen h盲lt.
Das Unternehmen hat erfolgreich seine Bezugsrechte umgewandelt und dabei Bruttoerl枚se von 3.997.975,05 USD erzielt. Nach der Konsolidierung sind nun 45.861.440 Stammaktien ausstehend. Der Deal beinhaltet bedingte Wertrechte, die je nach Ressourcenzielen in bis zu 8.500.000 Meilensteinaktien umgewandelt werden k枚nnen.
Zus盲tzlich hat Prince Silver einen technischen Bericht f眉r sein Prince Silver Projekt in Nevada eingereicht, Robert Wrixon in den Vorstand berufen und den R眉cktritt von Samantha Shorter bekannt gegeben.
- Raised approximately $4 million through subscription receipts conversion
- Acquired 100% ownership of Prince Silver Project in Nevada, a large-scale silver asset
- Strategic timing with silver prices at multi-year highs
- One-year voluntary lock-up agreement from major shareholder Stampede AU
- Significant shareholder dilution with 15 million new units issued
- Additional potential dilution of up to 8.5 million shares through Contingent Value Rights
- No current NI 43-101 compliant mineral resource estimate available
- New controlling shareholder owns 32% of outstanding shares
Not for distribution to United States newswire services or for release publication, distribution or dissemination directly, or indirectly, in whole or in part, in or into the United States.
VANCOUVER, BC / / July 11, 2025 / Prince Silver Corp. (formerly Hawthorn Resources Corp.) (CSE:PRNC)(OTC:HWTNF) ("Prince Silver" or the "Company") is pleased to announce that it has completed the acquisition (the "Acquisition") of all issued and outstanding shares of Stampede Metals Corporation, a private Nevada-based company, from Stampede Metals Limited, a private Australian company ("Stampede AU"), pursuant to the previously announced Share Exchange Agreement, as amended.
As part of the closing, the Company has also issued all securities related to the Acquisition, converted its subscription receipts into common shares and warrants, and filed a technical report prepared in accordance with 43-101 Standards of Disclosure for Mineral Projects.
The Name Change and Consolidation are now effective, and the Company's common shares are trading on a consolidated basis under the name Prince Silver Corp. and the new symbol "PRNC." The new CUSIP for the Company's consolidated common shares is 74174A102.
"The completion of this transaction and our rebranding as Prince Silver Corp. mark a major milestone for the Company," stated Ralph Shearing, P.Geo., President of Prince Silver Corp. "We are now fully aligned with our flagship Prince Silver Project; a large-scale silver asset located in one of the world's premier mining jurisdictions. With silver prices reaching multi-year highs and a previously disclosed Exploration Target in place, we believe this is a timely opportunity to unlock significant value for our shareholders."
Highlights:
Closing of the Stampede Acquisition
Prince Silver has issued 15,000,000 units (the "Consideration Units") (each consisting of one common share and 0.566666667 of a Contingent Value Right) to Stampede AU. These Contingent Value Rights will convert into up to 8,500,000 Milestone Shares if defined resource milestones are met within four years. The Company retains the option to accelerate the milestone conversion and reduce the total number of Milestone Shares by20% within the first year.Finder's Shares Issued
In connection with the Acquisition, the Company issued 350,000 common shares to an arm's length party as finder's consideration, at a deemed price of$0.27 per share.Subscription Receipt Conversion
The Company's Subscription Receipts have automatically converted into 14,807,315 common shares and 7,403,650share purchase warrants, each exercisable at$0.40 until December 23, 2026. Subscription Receipt proceeds have been released from trust to the Company resulting in gross proceeds of$3,997,975.05 . Additionally, the Company issued 369,111 Finder's Warrants and paid aggregate finder fees of$101,549.98 .Resulting Share Capital
Following the closing of the Acquisition and conversion of the Subscription Receipts, the Company now has 45,861,440 common shares issued and outstanding on a post-consolidation basis.New Control Person
With the issuance of the 15,000,000 Consideration Units, Stampede AU now holds approximately32% of the Company's issued and outstanding shares, making it a new Control Person under applicable securities laws and Canadian Securities Exchange ("CSE") policies (a "Control Person"). It is the intent of Stampede Au to distribute the Consideration Units to its shareholders after preparing and filing necessary Australian corporate and regulatory documents to legally effect the transfer to its shareholders, after which, it is expected that Stampede Au would no longer be a Control Person.Voluntary Lock-Up & Support Agreement
Stampede AU has agreed to a voluntary lock-up of its Consideration Units for a period of one year, or until it ceases to be a Control Person, whichever is later. During this lock-up period, Stampede AU will abstain from voting its shares, except in the case of votes involving a change of control.
Appointment of Director
The Company is also pleased to announce that, in connection with the closing of the Acquisition, it has appointed Robert Wrixon, a Director of Stampede Metals Limited, as a member of the Company's board of directors. Mr. Wrixon is a Graduate of the Australian Institute of Company Directors, and has served as both Executive and non Executive Director of several ASX and London listed companies. He holds a Ph.D in mineral engineering from the University of California, Berkeley.
The Company also announced that Samantha Shorter has resigned from the Company's board of directors. "We would like to thank Samantha for her dedication to the Company since its initial public offering, and wish her well in her future endeavours." stated Ralph Shearing, P.Geol., President.
Filing of 43-101 Technical Report for the Prince Silver Project
The Company has filed an independent technical report for its
The report, titled "43-101 Technical Report on the Prince Silver Mine Project, Lincoln County, Nevada", is dated May 19, 2025, with an effective date of May 19, 2025 (the "Technical Report"). It was prepared in accordance with 43-101 Standards of Disclosure for Mineral Projects ("43-101") by John E. Hiner, SME Registered Member.
The report does not contain a current mineral resource estimate compliant with NI 43-101 standards. Historical estimates are included for context only, and the reader is cautioned not to treat them as current or reliable. The Company has initiated plans to confirm historical data through a proposed two-phase drill program designed to define a compliant resource.
The Technical Report is available under the Company's profile on SEDAR+ at .
About Prince Silver Corp.
Prince Silver is a silver exploration company focused on advancing the Prince Silver Project in Nevada, USA. Mineralization is open in all directions and is near surface. Prince Silver also holds option interest in Broken Handle Project, an early-stage mineral exploration project located southern British Columbia, Canada.
On Behalf of the Board of Directors
Ralph Shearing, Director, President
Tel: 604-764-0965
Email: [email protected]
Website:
Forward-Looking Information
Certain statements in this news release are forward-looking statements, including with respect to future plans, and other matters. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such information can generally be identified by the use of forwarding-looking wording such as "may", "expect", "estimate", "anticipate", "intend", "believe" and "continue" or the negative thereof or similar variations. Some of the specific forward-looking information in this news release includes, but is not limited to, statements with respect to: completion of the Acquisition and related transactions, proposed drill programs, amendments to the Company's website, property option payments and regulatory and corporate approvals. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company, including but not limited to, business, economic and capital market conditions, the ability to manage operating expenses, dependence on key personnel, completion of satisfactory due diligence in respect of the Acquisition and related transactions, and compliance with property option agreements. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future, anticipated costs, and the ability to achieve goals. Factors that could cause the actual results to differ materially from those in forward-looking statements include, the continued availability of capital and financing, litigation, failure of counterparties to perform their contractual obligations, failure to obtain regulatory or corporate approvals, exploration results, loss of key employees and consultants, and general economic, market or business conditions. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The reader is cautioned not to place undue reliance on any forward-looking information.
The forward-looking statements contained in this news release are made as of the date of this news release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States. 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 state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
The CSE has neither approved nor disapproved the contents of this press release and the CSE does not accept responsibility for the adequacy or accuracy of this release.
SOURCE: Prince Silver Corp.
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