Agave Silver Corp.
TSX VENTURE : AGV
OTCBB : ASKDF
FRANKFURT : DFL

Agave Silver Corp.

May 18, 2016 14:53 ET

Agave Silver Corp. Updates Private Placement Terms

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 18, 2016) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

In connection with the previously announced intention to complete a non-brokered private placement on May 17, 2016, Agave Silver Corp. (TSX VENTURE:AGV)(OTCBB:ASKDF)(FRANKFURT:DFL) ("Agave" or the "Company") clarifies that the accelerated expiry date of the Warrants (as defined below) will come into effect when the Company's common shares on the TSX Venture Exchange ("Exchange") closes at or above $0.14 per share during any 20 consecutive trading day period commencing four months plus one day after the date of issuance of the Warrants. As previously announced, the Company intends to complete a non-brokered private placement of up to 12,000,000 units at a price of $0.05 per unit for total proceeds of up to $600,000. Each unit consists of one common share and one half share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder to purchase one additional common share at a price of $0.07 per share for a period of two years following the closing of the private placement.

In the event that the accelerated expiry date of the Warrants is triggered, the Company will give an expiry acceleration notice ("Notice") to Warrant holders and the expiry date of the Warrants will be 30 days from the date of the Notice.

All securities issued under the private placement will be subject to certain conditions, including regulatory acceptance. It is anticipated that officers and directors of the Company will participate in this private placement. The proceeds from the private placement will be used for working capital and general corporate purposes.

Agave is a Canadian mineral exploration company. To learn more about Agave Silver please click here: http://www.agavesilver.com

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is available.

On behalf of the board of Agave Silver Corp.

Ronald M. Lang
President & CEO

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.

Forward-Looking Information

This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking information") within the meaning of applicable securities laws. Forward-looking information is generally identifiable by use of the words "believes," "may," "plans," "will," "anticipates," "intends," "could", "estimates", "expects", "forecasts", "projects" and similar expressions, and the negative of such expressions. Forward-looking information in this news release include statements about the intention to complete and the details concerning a private placement offering.

In connection with the forward-looking information contained in this news release, Agave has made numerous assumptions, regarding, among other things, expected investor interest and pricing of the proposed private placement offering. While Agave considers these assumptions to be reasonable, these assumptions are inherently subject to significant uncertainties and contingencies. Additionally, there are known and unknown risk factors which could cause Agave's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained herein. Known risk factors include, among others: the private placement offering may not close or close on the terms currently contemplated by Agave; the Company may not be able to obtain additional financing on reasonable terms, or at all; the Company's properties may not contain any commercially viable mineral deposits, nor be of any benefit to the Company; conditions in the financial markets may deteriorate; and the Company may not be able to continue as a going concern.

A more complete discussion of the risks and uncertainties facing the Company is disclosed in the Company's continuous disclosure filings with Canadian securities regulatory authorities at www.sedar.com. All forward-looking information herein is qualified in its entirety by this cautionary statement, and the Company disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking.

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