Mr. Peter Dembicki reports
TIER ONE SILVER ADVANCES RUTA DE COBRE TRANSACTION AND REVISES FINANCING
Further to the news release dated Aug. 13, 2026, Tier One Silver Inc., in consultation with 3L Capital Inc., as lead agent and on behalf of a syndicate of agents, including Ventum Financial Corp., is amending the size of its unit financing to minimum gross proceeds of $7.4-million and a maximum of $9.0-million, subject to the overallotment option. The overallotment option has been amended to grant the agents the option to offer for sale up to an additional $4.5-million worth of units at a price of seven cents per unit, being the same issue price as the units sold under the offering, exercisable in whole or in part, at any time until 48 hours prior to the closing of the offering. In the event that the overallotment option is exercised in full, the maximum size of the offering would be $13.5-million.
The offering will otherwise proceed on the same terms as previously disclosed. The closing of the offering is interdependent upon the concurrent execution of the agreement to conditionally acquire 70 per cent of the shares of Compania Minera Ruta de Cobre SA. The company's June 30, 2026, news release describes the proposed agreement to acquire 70 per cent of the outstanding CMRDC common shares, completion of which is now targeted for Oct. 8, 2026.
The company plans to use $1.8-million (U.S.) of the net proceeds of the offering to finance the initial purchase payment requirements of the CMRDC transaction. Remaining net proceeds of the financing are to be used to establish local Ecuadorean exploration operations, commence selective relogging sections of the 136,000 metres of drill core to confirm validity of the data set, maintain the corporate status of CMRDC and its mineral concessions that constitute the CMRDC project in good standing, and cover general corporate costs for six months. Additionally, proceeds will be used toward legal activities targeted at both converting the legal status of CMRDC project's mineral concessions to the small miner category, which is expected to extend their term and reduce holding costs, as well the legal costs of applying to lift the voluntary force majeure status on the CMRDC project, which CMRDC requested in 2022.
The CMRDC copper-molybdenum project is one of South America's largest greenfield mineral projects. Tier One believes that the CMRDC project stands to benefit from a recent regulatory change in Ecuador that is favourable to mineral exploration. On June 24, 2026, Ecuador's Agencia de Regulacion y Control Minero exempted qualifying exploration-stage concessions from the annual mining supervision and control fee, which immediately reduced the holding costs associated with the CMRDC project.
The CMRDC conditional share purchase agreement currently remains subject to settlement of a final definitive agreement, and both the CMRDC transaction and the offering remain subject to customary closing conditions, including receipt of subscription agreements, professional opinions and final TSX Venture Exchange approval (as conditional TSXV approval has already been provided).
About Tier One Silver Inc.
Tier One Silver is an exploration company focused on creating value for shareholders and stakeholders through the discovery of world-class silver, gold and base metal deposits in South America. The company's management and technical teams have a strong record in raising capital, discovery and monetization of exploration success. With the closing of the CMRDC conditional share purchase, the company's exploration assets will include Ruta de Cobre, which will be the company's flagship project, and its Peruvian high-grade Curibaya.
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