Not for distribution to United States newswire services or for dissemination in the United States.
VANCOUVER, B.C., November 15, 2021: Silver Wolf Exploration Ltd. (TSX-V: SWLF) (OTCQB: SWLFF) ("Silver Wolf" or the "Company") is pleased to announce a best efforts non-brokered private placement (the "Private Placement") financing of up to 6,000,000 units of the Company ("Units") at a purchase price of C$0.25 per unit for aggregate gross proceeds of up to C$1,500,000. Each Unit will be comprised of one (1) common share of the Company and one half (½) of a non-transferable common share purchase warrant "Warrant". Each whole Warrant will entitle the holder to purchase one additional common share of the Company at an exercise price of $0.35 at any time up to 18 months following the date of issuance. Commissions or finder's fees may be paid by the Company in connection with the Units sold under the Private Placement, as may be permitted under the policies of the TSX Venture Exchange and applicable securities laws.
The securities issued by the Company in connection with this financing will be subject to a 4-month and a day "hold period" from the dates of distribution, as prescribed by the policies of the TSX Venture Exchange and applicable securities laws. The terms of the Offering are also subject to the acceptance for filing by the TSX Venture Exchange.
The Units will be offered by way of the "accredited investor" and "minimum amount investment" exemptions from prospectus requirements under National Instrument 45-106 – Prospectus Exemptions in all the Provinces of Canada. The Units may also be sold in offshore jurisdictions where permitted by law, and in the United States to Qualified Institutional Buyers as defined in Rule 144A under the United States Securities Act of 1933, as amended (the "1933 Act"), and to "accredited investors" as defined in Rule 501(a) of Regulation D under the 1933 Act, by way of private placement pursuant to available exemptions from the registration requirements of the 1933 Act.
The net proceeds of the Private Placement will be used for financing the initial drill program on the Ana Maria property, Mexico, and the Company's general working capital requirements.
For further information, please contact Silver Wolf Exploration Ltd. at ph. (604) 682-3701 or visit our website at www.silverwolfexploration.com.
ON BEHALF OF THE BOARD
"Peter Latta"
_________________________________
Peter Latta
President
Cautionary Note The information contained herein contains "forward-looking statements" within the meaning of applicable securities legislation. Forward-looking statements relate to information that is based on numerous assumptions and involve known and unknown risks, uncertainties and other factors, including risks inherent in mineral exploration and development, which may cause the actual results, performance, or achievements of the Company to be materially different from any projected future results, performance, or achievements expressed or implied by such forward-looking statements. Such information contained herein represents management's best judgment as of the date hereof based on information currently available. The Company does not assume the obligation to update any forward-looking statement.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Not for distribution to United States newswire services or for dissemination in the United States.
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, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.