Palamina Announces Colt Silver Corp. Spin Out Transaction
TMX Newsfile·2026-02-27 15:23

Core Viewpoint - Palamina Corp. has announced a spin-out transaction to create a new subsidiary, Colt Silver Corp., which will hold its seven silver-copper projects in Peru, aimed at unlocking shareholder value through a distribution of shares to Palamina shareholders [1][15]. Group 1: Transaction Details - The Board of Directors of Palamina has unanimously approved the spin-out transaction, which involves distributing shares of Colt Silver to Palamina shareholders under a plan of arrangement [1]. - The transaction requires approval from at least two-thirds of Palamina shareholders and is subject to various conditions, including court approval and TSX Venture Exchange acceptance [3]. - The spin-out transaction is expected to close in July 2026, with a management information circular to be mailed to shareholders detailing the transaction [4][3]. Group 2: Asset Description - Colt Silver Corp. will own seven property groupings located in northeastern, central, and southeastern Peru, including projects in the Santa Lucia mining district [5][6]. - The Galena silver-copper-manganese project is undergoing an NI 43-101 report, with plans for an inaugural drilling program to explore mineralization [6]. - Other projects include the Cristel copper project, the Ica copper-gold project, and the Pluma sediment-hosted copper project, each with specific geological targets and strategic importance [7][8]. Group 3: Financing and Shareholder Impact - Colt Silver plans to complete a private placement of up to $500,000 in secured convertible debentures, which will convert into shares at a price of $0.10 per share [9]. - A concurrent financing of subscription receipts for up to CDN$2,250,000 will also be conducted, converting into common shares of Colt Silver at a rate of $0.15 per share [10]. - Palamina shareholders will receive 0.33 shares of Colt Silver for each share held in Palamina, maintaining their ownership percentage in Palamina while gaining exposure to both companies [10].