F-10: Avino Silver & Gold Mines Files for US$100 Million Shelf Prospectus

Avino Silver & Gold Mines Ltd. has filed a short form base shelf prospectus to offer up to US$100 million in various securities over the next 25 months.

Summary

• Avino Silver & Gold Mines Ltd. has filed a preliminary short form base shelf prospectus.
• The company may offer common shares, warrants, subscription receipts, debt securities, or units up to an aggregate initial offering price of US$100,000,000.
• The securities may be offered separately or together, with terms determined by market conditions at the time of sale.
• The offering is made in the United States by a Canadian issuer under the multijurisdictional disclosure system.
• The company's common shares are listed on the TSX and NYSE American under the symbol ASM.
• On May 12, 2025, the closing price of the Common Shares on TSX was CDN$3.35 per share and the closing price of the Common Shares on NYSE American was US$2.40 per share.
• The company intends to use the net proceeds for general working capital requirements and corporate purposes, including funding further development and exploration of the Avino Property and La Preciosa Property in Mexico.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. The company is positioning itself for future growth with the shelf prospectus. However, there are inherent risks in mining and exploration, and the success of future projects is not guaranteed.

Positives

• The shelf prospectus provides Avino with financial flexibility to raise capital as needed.
• The company has multiple options for raising capital, including common shares, warrants, subscription receipts, debt securities, and units.
• The company's shares are listed on both the TSX and NYSE American, providing access to a broader investor base.
• The company intends to use the net proceeds for general working capital requirements and corporate purposes, including funding further development and exploration of the Avino Property and La Preciosa Property in Mexico.

Negatives

• There is currently no market through which the Securities, other than the Common Shares, may be sold and purchasers may not be able to resell such Securities purchased under this Prospectus.
• This may affect the pricing of the Securities, other than the Common Shares, in the secondary market, the transparency and availability of trading prices, the liquidity of these Securities and the extent of issuer regulation.

Risks

• The market prices of precious metals and other minerals are volatile and cannot be controlled.
• Mining operations generally involve a high degree of risk which even a combination of experience, knowledge and careful evaluation may not be able to overcome.
• The Corporation may not be able to obtain insurance to cover these risks at economically feasible premiums.
• The Corporations relationship with the communities in which it operates is critical to ensure the future success of its existing operations and the construction and development of its projects.

Future Outlook

The Corporation currently intends to use the net proceeds from the sale of Securities, after deducting the commissions and the other expenses of the offering, for general working capital requirements and corporate purposes, including without limitation, the following anticipated purposes: to fund further development and exploration of the Avino Property and La Preciosa Property in Mexico; to assess potential advanced exploration and development stage mineral properties for acquisition; to fund the potential acquisition of other advanced exploration and development stage mineral properties; and to fund continued exploration on the Corporations other existing mineral properties.

Industry Context

Many mining companies utilize shelf prospectuses to provide flexibility in accessing capital markets. This filing allows Avino to quickly raise funds when market conditions are favorable.

Comparison to Industry Standards

• Other companies that have used shelf prospectuses include Hecla Mining, First Majestic Silver, and Pan American Silver.
• The size of the offering (US$100 million) is within the typical range for companies of Avino's size and market capitalization.
• The range of securities offered (common shares, warrants, debt, etc.) is also standard practice.

Stakeholder Impact

• Shareholders may experience dilution if the company issues new common shares.
• The company's ability to fund its operations and projects will be enhanced by the shelf prospectus.
• Employees will benefit from the company's continued investment in its properties.
• The local communities in which the company operates may benefit from increased economic activity.

Next Steps

• The company will determine the specific terms of any securities offered under the shelf prospectus based on market conditions.
• The company will file a prospectus supplement with the SEC and Canadian securities regulators for each offering.
• The company will use the net proceeds from any offerings for general working capital and corporate purposes, including exploration and development of its properties.

Key Dates

Keywords

Avino Silver & Gold, shelf prospectus, securities, common shares, warrants, subscription receipts, debt securities, units, mining, exploration, capital raise