Capitan Silver Closes C$2 Million Financing

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Vancouver, British Columbia--(Newsfile Corp. - April 19, 2024) - CAPITAN SILVER CORP. (TSXV: CAPT) ("Capitan" or the "Company") is pleased to announce it has closed its private placement (the "Private Placement") of common shares (each a "Share"). The Private Placement was over-subscribed with the Company issuing 13,466,667 Shares at a price of C$0.15 per Share for gross proceeds of C$2,020,000.00.

The financing was led by a strategic investment from Construplan (Construcciones Planificadas, S.A.), who upon closing of the transaction will own 9.92% of the Company. In addition to the investment from Construplan, Capitan received strong support from its largest shareholders including Michael Gentile, CFA, who upon closing will own 16.66% of the company. In total, management and insiders accounted for approximately 13.4% of the financing.

Capitan intends to use the net proceeds from the Private Placement to continue to advance the Cruz de Plata gold-silver project, evaluate potential acquisitions as well as to fund working capital and general corporate expenses.

Certain insiders of the Company acquired an aggregate of 1,800,000 Common Shares in the Private Placement. Any participation by insiders in the Offering constitutes a "related party transaction" as defined under Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). However, the Company expects such insider participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the fair market value of the Common Shares subscribed for by the insiders, nor the consideration for the Common Shares paid by such insiders, would not exceed 25% of the Company's market capitalization. There are no material facts or material changes regarding the Company that have not been generally disclosed.

Closing of the Private Placement is subject to certain customary conditions, including, but not limited to, the receipt of all necessary regulatory approvals and acceptance of the TSX Venture Exchange. All securities issued under the Private Placement will be subject to a statutory hold period expiring August 20, 2024. The Company did not pay any finders fees with respect to this Private Placement.

This press release does not constitute an offer to sell or a solicitation of an offer to sell 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 "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration is available.