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2025-10-02 04:23
Dolly Varden Silver Corporation (TSXV:DV) (NYSE:DVS) (FSE: DVQ) (the "Company" or "Dolly Varden") is pleased to announce that it has entered into an agreement with Haywood Securities Inc., on its behalf and on behalf of Research Capital Corporation, as joint bookrunners and co-lead underwriters, and on behalf of a syndicate of underwriters (collectively, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bough-deal basis, a combination of securities of the Company ("Offered Securities") for aggregate gross proceeds to the Company of $30,034,000, consisting of:
The LIFE Offering will be a combination of Common Shares and CFT Shares for gross proceeds of $22,015,000, and together with the Private Placement Offering will result in aggregate gross proceeds to the Company of $30,034,000. The Company has granted the Underwriters an option (the "Underwriters' Option") to increase the size of the Offerings by up to an additional number of Offered Securities that in aggregate would be equal to 15% of the total number of Offered Securities to be issued under the Offerings, to cover over-allotments, exercisable at any time up to 2 business days prior to closing of the Offerings.
The net proceeds from the sale of Common Shares will be used for working capital and general corporate purposes. The gross proceeds from the sale of CFT Shares and FT Shares will be used for further exploration, mineral resource expansion and drilling at the combined Kitsault Valley project, located in northwestern British Columbia, Canada, as well as for working capital as permitted, as Canadian Exploration Expenses as defined in paragraph (f) of the definition of "Canadian exploration expense" in subsection 66.1(6) of the Income Tax Act (Canada) and "flow through mining expenditures" as defined in subsection 127(9) of the Income Tax Act (Canada) that will qualify as "flow-through mining expenditures" and "BC flow-through mining expenditures" as defined in subsection 4.721(1) of the Income Tax Act (British Columbia), which will be renounced with an effective date no later than December 31, 2025 to the initial purchasers of CFT Shares and FT Shares.
The Offerings are expected to close on or about October 23, 2025, or such other date as may be agreed to by the Company and the Underwriters (the "Closing"). Closing is subject to the Company receiving all necessary regulatory approvals, including the approval of the TSX Venture Exchange and NYSE American (together, the "Exchanges") to list, on the date of Closing, the Common Shares, the CFT Shares and the FT Shares.
The LIFE Offering will be made in accordance with the ‘listed issuer financing exemption' in Part 5A of National Instrument 45-106 – Prospectus Exemptions ("NI 45-106"), to purchasers in any province of Canada, except Québec. The Common Shares and Charity FT Shares issued and sold under the LIFE Offering will not be subject to a ‘hold period' pursuant to applicable Canadian securities laws. There is an offering document related to the LIFE Offering that can be accessed under the Company's issuer profile at www.sedarplus.ca and on the Company's website at dollyvardensilver.com. Prospective investors should read this offering document before making an investment decision.
The FT Shares will be offered to accredited investors in each of the provinces of Canada pursuant to applicable prospectus exemptions in accordance with NI 45-106 and will have a statutory hold period of four months and one day from Closing.
In connection with the Offerings, the Underwriters will receive an aggregate cash fee equal to 5.0% of the gross proceeds of the Offerings. Eventus Capital Corp. is a special advisor to the Company.
Pursuant to existing agreements with the Company, Hecla Canada Ltd. ("Hecla") and Fury Gold Mines Ltd. ("Fury") will be entitled to acquire Common Shares in connection with the Offerings at a price of $6.50 per Common Share to maintain their respective pro rata equity interests in the Company. If Hecla or Fury exercise their pro rata rights, any Common Shares issued will be in addition to those issued as part of the Offerings.