VIZSLA SILVER ANNOUNCES CLOSING OF US$300 MILLION CONVERTIBLE SENIOR NOTES OFFERING
BY PR Newswire | CORPORATE | 11/24/25 05:33 PM ESTNYSE: VZLA???? TSX: VZLA
VANCOUVER, BC, Nov. 24, 2025 /PRNewswire/ - Vizsla Silver Corp.
Vizsla Silver's
With an annual coupon of 5.00%, the Notes alone carry an interest rate that is ~50% lower than the annual interest rate on many traditional project financing facilities. The net proceeds from the Offering combined with Vizsla Silver's
Key Features of the Capped Call Convertible Notes
- With the Study phase complete, Vizsla Silver's
(VZLA) cash holdings are now ~2x the capital requirement to bring the Panuco project into production and continue district-scale exploration while retaining full flexibility to accommodate any strategic and operational variables. - The flexibility provided by the terms of the convertible Notes allows Vizsla Silver
(VZLA) to move faster with complete control over cash generated by the Panuco project, eliminating project-specific covenants and completion tests that would otherwise limit Vizsla Silver's(VZLA) discretion over the use of project cashflows. - Vizsla Silver
(VZLA) retains the freedom to use project cashflows for share buybacks, dividends, acquisitions, asset sales or other activities to benefit shareholders which were not initially permissible under alternative debt financing terms. - The capped call transactions, paired with a cash settlement option, allows Vizsla Silver
(VZLA) to effectively raise capital at a higher valuation relative to today's net asset value, reducing dilution while capturing a competitive cost of capital. - Vizsla Silver
(VZLA) immediately draws the full net proceeds rather than the milestone-based tranche drawdowns offered under alterative debt financing terms. Together with the low coupon of 5%, which we expect will initially be offset by interest earned on cash holdings and free of any commitment fees, Vizsla Silver(VZLA) has full control over the deployment of development capital at a lower servicing cost.
Summary of the Offering
- Approximately US$286 million of net proceeds after deducting the initial purchasers' commissions and other fees and expenses. Cantor Fitzgerald & Co. acted as sole book-running manager for the Offering.
- Cash interest coupon of 5.00% per annum, payable semi-annually in arrears on January 15th and July 15th of each year, beginning July 15, 2026.
- The initial conversion rate for the Notes is 171.3062 common shares of Vizsla Silver
(VZLA) ("Shares") per US$1,000 principal amount of Notes, equivalent to an initial conversion price of approximately US$5.84 per Share (approximately 25% premium to the closing price of the Shares on the NYSE American at the time of pricing on November 19, 2025). - Vizsla Silver
(VZLA) entered into cash-settled call transactions with a strike price equal to the initial conversion price of the Notes of US$5.84 per Share and with a cap price of US$10.5075. The purchase price for the capped call transactions was approximately US$47 million. - Conversions of the Notes may be settled in Shares, cash, or a combination of Shares and cash, at Vizsla Silver's
(VZLA) election. Additionally, Vizsla Silver(VZLA) has the right to redeem the Notes in certain circumstances and holders will have the right to require Vizsla Silver(VZLA) to repurchase the Notes upon the occurrence of certain events. - The Notes will mature on January 15, 2031. Any Notes not converted, redeemed or repurchased prior to the maturity date will have their principal amount repaid by Vizsla Silver
(VZLA) in cash at maturity. - The Company intends to use the net proceeds from the Offering to support the exploration and development of the Panuco project, potential future acquisitions as well as for general corporate purposes.
Additional information concerning the Notes and the capped call transactions, including illustrative settlement scenarios, may be found on the Investors page of our website at www.vizslasilver.com. The indenture for the Notes and form of confirmation for the capped call transactions have been or will be filed by the Company under its profile on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov/edgar, and it is recommended they be read in their entirety for a fulsome understanding of the Notes and capped call transactions.
The Notes and the Shares issuable upon the conversion thereof have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), registered under any state securities laws, or qualified by a prospectus in any province or territory of Canada. The Notes and the Shares may not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from registration under the Securities Act. The Notes were offered only to "qualified institutional buyers" (as defined in Rule 144A under the Securities Act). Offers and sales in Canada were made only pursuant to exemptions from the prospectus requirements of applicable Canadian provincial and territorial securities laws.
This press release is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer to sell or solicitation of an offer to buy, or a sale of, the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
The Toronto Stock Exchange and NYSE American LLC neither approve nor disapprove the information contained in this press release.
About Vizsla Silver
Vizsla Silver
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS
Certain information contained in this press release constitutes 'forward-looking information' within the meaning of the applicable United States and Canadian legislation, concerning the business, operations and financial performance and condition of Vizsla Silver
In particular, this press release contains forward-looking information pertaining to the following: statements relating to the Company's expectations with respect to the anticipated use of proceeds of the Offering; expectations regarding the capped call transactions and that the Company will be able to realize on proceeds from such transactions; expectations regarding the settlement of the conversion of the Notes; expectations for the Company's projects, including potential for the development of the Panuco project; expectations regarding the use of project cashflows; and expectations regarding potential exploration and future acquisitions.
Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made, and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Vizsla Silver
Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking information contained in this press release is expressly qualified by this cautionary statement. Any forward-looking information and the assumptions made with respect thereto speaks only as of the date of this press release. Vizsla Silver
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SOURCE Vizsla Silver Corp.
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