SLVRF - Plymouth Realty Capital Corp. announces Conditional Acceptance of Qualifying Transaction Non-Brokered Offering and Amendment to Definitive Agreement with Silver One Resources Inc.
(TheNewswire)
February 4, 2021 - TheNewswire- Vancouver, British Columbia - PLYMOUTH REALTY CAPITAL CORP. (“Plymouth”) (TSXV:PH.H), a capital pool company, and SILVER ONE RESOURCES INC. (“SilverOne”) (TSXV:SVE) are pleased to announce that Plymouth has receivedconditional acceptance from the TSX Venture Exchange of its QualifyingTransaction whereby Plymouth will acquire the following threesilver-focused Mexican mineral properties, being Peñasco Quemado,Sonora; La Frazada, Nayarit; and Pluton, Durango (the “ Silver Properties ”), from Silver One Resources Inc. (“ Silver One ”) byacquiring all of the issued and outstanding shares of KCP MineralsInc. (the “ Transaction ”). On closing of theTransaction, Plymouth will change its name to “Silverton MetalsCorp.” (“ Silverton ”).
Plymouth is also pleased to announce that due toincreased demand it intends to undertake, through Silverton Finco Inc.(“ Finco ”), a non-brokered private placement financing for2,500,000 units (each a “ Unit ”) at a price of $0.80 per Unit fortotal proceeds of $2,000,000 (the “ Non-Brokered Offering ”). The closing of the Non-Brokered Offering isanticipated to occur in conjunction with the closing of theTransaction. Plymouth previously closed a brokered private placementof 9,250,000 subscription receipts at $0.80 per subscription receiptfor proceeds of $7,400,000.
Upon closing of the Non-Brokered Offering and theTransaction, each holder of the Units will receive one common share ofSilverton (each a “ SilvertonShare ”) and one Silverton common sharepurchase warrant (each a " Silverton Warrant "). Each SilvertonWarrant shall be exercisable for one Silverton Share at an exerciseprice of $1.15 for a period of 36 months from the date ofissuance.
Plymouth also announces that, further to its newsrelease dated November 18, 2020, the Company has entered into anamendment agreement (the “ Amendment Agreement ”) to its proposed sharepurchase agreement (the “ Transaction ”) with Silver One Resources Inc.(“ Silver One ”).
Under the terms of the Amendment Agreement, Plymouthwill pay to Silver One $6,000,000 in cash and shares as follows: (a)pay $1,250,000 in cash on the closing of the Transaction, and (b)issue 4,375,000 of common shares of Plymouth; (c) pay $750,000 in cashno later than eighteen months after the closing of the Transaction;and (d) pay $500,000 in cash no later than twenty four months afterthe closing of the Transaction.
This news release does not constitute an offer to sellor a solicitation of an offer to buy any of the securities in theUnited States. The securities have not been and will not be registeredunder the United States Securities Act of 1933, as amended (the“ U.S. SecuritiesAct ”) or any state securities laws and may notbe offered or sold within the United States or to U.S. Persons unlessregistered under the U.S. Securities Act and applicable statesecurities laws or an exemption from such registration isavailable.
About Plymouth
Plymouth Realty Capital Corp. is a capital pool company("CPC") as defined by Exchange Policy 2.4 (“Policy 2.4”)and the shares were listed for trading under the trading symbol"PH.H". To date Plymouth has not completed a QualifyingTransaction (“QT”) as defined under Policy 2.4.
For further information please contact:
Plymouth Realty Capital Corp.
Gunther Roehlig
(604) 683-0911
About Silver One
Silver One is focused on the exploration anddevelopment of quality silver projects.
The Company holds an option to acquire a 100%-interestin its flagship project, the past-producing Candelaria Silver Mine,Nevada. Potential reprocessing of silver from the historic leachpads at Candelaria is being investigated. Additional opportunitieslie in previously identified high-grade silver intercepts down-dip andthe possibility of increasing the substantive silver mineralizationalong-strike from the two past-producing open pits.
The Company has staked 636 lode claims and entered intoa Lease/Purchase Agreement to acquire five patented claims on itsCherokee project located in Lincoln County, Nevada, host to multiplesilver-copper-gold vein systems traced to date for over 12 kmalong-strike. The property also has potential for limestone relatedpolymetallic plus silver and gold and/or other intrusive relatedsystems at depth.
Silver One holds an option to acquire a 100% interestin the Silver Phoenix Project. The Silver Phoenix Project is a veryhigh-grade native silver prospect that lies within the “ArizonaSilver Belt”, immediately adjacent to the prolific copper producingarea of Globe, Arizona.
In addition, the Company also holds a 100% interest inthree significant silver assets located in Mexico – PeñascoQuemado, Sonora; La Frazada, Nayarit; and Pluton, Durango, acquiredfrom First Mining Gold.
For more information, pleasecontact:
Silver One Resources Inc.
Gary Lindsey
Phone: (720) 273-6224
Email: gary@strata-star.com
Information set forth in this newsrelease contains forward-looking statements. These statements relateto the completion of the Non-Brokered Offering, completion of theTransaction, use of proceeds of the Non-Brokered Offering, theexpectations relating to officers, directors and insiders ofSilverton, among others reflect management’s current estimates,beliefs, intentions and expectations; they are not guarantees offuture performance. Plymouth cautions that all forward lookingstatements are inherently uncertain and that actual performance may beaffected by a number of material factors, many of which are beyondPlymouth’s control. Such factors include, among other things:risks and uncertainties relating to Plymouth’s ability to completethe proposed Qualifying Transaction and the Non-Brokered Offering; andother risks and uncertainties. Accordingly, actual and futureevents, conditions and results may differ materially from theestimates, beliefs, intentions and expectations expressed or impliedin the forward looking information. Except as required underapplicable securities legislation, Plymouth undertakes no obligationto publicly update or revise forward-looking information.
Completion of the Transactionremains subject to a number of conditions, including but not limitedto, Exchange acceptance and if applicable pursuant to ExchangeRequirements, majority of the minority shareholder approval. Whereapplicable, the transaction cannot close until the requiredshareholder approval is obtained. There can be no assurance that thetransaction will be completed as proposed or at all.
Investors are cautioned that, exceptas disclosed in the management information circular or filingstatement to be prepared in connection with the transaction, anyinformation released or received with respect to the transaction maynot be accurate or complete and should not be relied upon. Trading inthe securities of a capital pool company should be considered highlyspeculative.
The TSX Venture Exchange Inc. has inno way passed upon the merits of the proposed transaction and hasneither approved nor disapproved the contents of this pressrelease.
NEITHER TSXVENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM ISDEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTSRESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
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