Bayhorse Silver Inc.
TSX VENTURE : BHS

Bayhorse Silver Inc.

November 09, 2015 09:00 ET

Bayhorse Silver Closes US$100,000 Second Tranche of Its US$ Net Revenue Participation, Convertible, Silver-Convertible, Debenture Offering

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Nov. 9, 2015) - Bayhorse Silver Inc. (TSX VENTURE:BHS) (the "Company" or "Bayhorse") has closed a second tranche of its previously announced financing three year, Convertible, Silver-Convertible, Net Revenue Participation Debentures (the "Debenture") for 20 Debenture Units of US$5,000 per Debenture Unit for gross proceeds of US$100,000. The Company has now received US$350,000 in proceeds of the US$750,000 Debenture.

The Debenture proceeds are to complete the Bayhorse Silver Mine adit rehabilitation and to extract up to 5,000 cu/yds (approximately15,000 tons) from the historic workings. High to bonanza grade silver has been identified at the Bayhorse Silver Mine (news release BHS2014-01). As announced in the Company's news release BHS2015-33, the Bayhorse Silver Mine mineralization is amenable to upgrading using Ore-Sorting technology. Small Cap Power recently interviewed Michael White of IBK Capital on Ore-Sorting where he stated "Miners can cut costs using Ore-Sorting." American Mining & Tunneling of Elko, Nevada, has been contracted to conduct the adit safety work to access the historic underground workings.

The Company will be showcasing its progress at the Bayhorse silver Mine at the Cambridgehouse "Silver Summit" to be held at the Park Central Hotel, San Francisco, November 23 & 24, and the California Capital Conference, November 20-22 in Napa Valley, California.

The Debenture shall bear interest at a rate of twelve (12%) percent per annum, payable bi-annually in arrears. Additionally, at the election of the Holders, the Debenture will be convertible into common shares of the Company at C$0.125 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$15.50 an ounce.

The Debenture Holders (the "Holders") shall also be entitled to a pro-rata payment representing an aggregate of 2% of net revenues from any silver production from the Bayhorse Silver Mine during the term of the Debenture.

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 $0.25 per Debenture Warrant Share until three years from the date of issue. 400,000 Debenture Warrants are to be issued to the second tranche Debenture holders on closing.

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 where the principal purpose of the financing is to mine and/or upgrade mineralized material to direct shipping material on any other patented ground properties it identifies, where it is permitted to do so under existing permitting exemptions.

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.

Bayhorse Silver Inc. is a junior exploration company that is earning an 80% interest in the historic Bayhorse Silver Mine in Oregon,USA that has the potential for a substantial silver discovery. The Company has an experienced management and technical team with extensive exploration expertise. This News Release has been prepared on behalf of the Bayhorse Silver Inc. Board of Directors, which accepts full responsibility for its contents.

The technical content of this press release has been reviewed by Dr. S. A. Jackson, PGeo., a Qualified Person and Technical Advisor to the Company.

On Behalf of the Board

Graeme O'Neill, President

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.

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