Bayhorse Silver Announces US$500,000 Convertible, Silver-Convertible, Debenture Offering and 1,500,000 Unit Private Placement
Vancouver, June 27, 2018 - Bayhorse Silver Inc. (TSXV: BHS) (the "Company" or "Bayhorse") reports that, subject to TSX-V Exchange approval, it is conducting a non-brokered private placement of up to 1,500,000 Units at $0.10 per Unit for gross proceeds of up to $150,000 and a US$5,000 12% Convertible Debenture Unit financing for total proceeds of US$500,000. The Debenture shall be transferable and bear interest at a rate of twelve (12%) percent per annum, payable annually in arrears. Additionally, at the election of the Holders, the Debenture will be convertible into common shares of the Company at C$0.15 cents per share in accordance with the policies of the TSX-V, or, conditional upon notification by the Corporation of silver production, the Debenture holder may elect to convert the Debenture principal and accrued interest into ounces of silver at a conversion rate of US$16.50 an ounce.
The Company may, twelve months after the date of issue, elect to redeem the US$5,000 Debentures, in part or in full, at a price of US$5,600 per each redeemed Debenture, plus payment of all accrued amounts due in respect of the redeemed Debentures. Each Debenture shall entitle the Holder to twenty thousand Warrants the "Debenture Warrants") exercisable into common shares of the Company at Canadian $0.20 per Debenture Warrant Share until three years from the date of issue.
Purchasers of the Debentures shall be granted pre-emptive rights during the time they hold the Debentures to participate in any future issuance of debt securities of the Company.
The C$150,000 private placement will consist of 1,500,000 Units. Each C$0.10 Unit will consist of one (1) common share and one half (1/2) of one transferable common share purchase warrant, with each whole warrant exercisable into one (1) common share of the Company at an exercise price of $0.15 cents, exercisable for a period of 24 months from the date of issuance.
In addition to any other exemption available to the Company, participation in the Debenture financing is also open to all existing shareholders, even if not accredited investors, under the "existing shareholder" exemption of National Instrument 45-106 as promulgated in Multilateral CSA notice 45-313 in participating jurisdictions. Finder fees may be payable on a portion of the financing according to the policies of the TSX-V.
The funds raised will be used for working capital purposes to operate the Bayhorse Silver Mine, as well as general and administrative costs.
Finder fees may be payable on a portion of the financing not taken down by insiders according to the policies of the TSX-V.
The Company has closed a prior non-brokered private placement of 1,000,000 units at a price of $0.15 cents per unit for gross proceeds of $150,000. The shares issued under this placement are subject to a four month and one day hold from closing.
This News Release has been prepared on behalf of the Bayhorse Silver Inc. Board of Directors, which accepts full responsibility for its contents.
On Behalf of the Board.
Graeme O'Neill, CEO
604-684-3394
Bayhorse Silver Inc., a junior exploration company, has earned a 100% interest in the historic Bayhorse Silver Mine, Oregon, USA. The Company has an experienced management and technical team with extensive exploration and mining expertise.
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 release.