Silver Bow Mining (NYSE: SBMT) nets $54.6M from initial share sale

Rhea-AI Filing Summary

Silver Bow Mining Corp. entered into an underwriting agreement for its initial public offering of 5,200,000 common shares with Cantor Fitzgerald & Co. as lead book-running manager. The agreement includes a 30-day option for underwriters to purchase up to an additional 780,000 common shares to cover over-allotments at the public offering price, less underwriting discounts and commissions.

The company agreed to pay the underwriters a commission equal to 7% of the aggregate gross proceeds and to reimburse customary fees and expenses up to US$200,000. On May 1, 2026, Silver Bow Mining consummated the offering and issued 5,200,000 common shares, generating aggregate net proceeds of approximately $54.6 million after underwriting discounts, commissions, and other offering expenses.

Insights

Equity capital markets analyst

Silver Bow Mining completed an underwritten IPO, raising about $54.6M in net cash.

Silver Bow Mining Corp. executed an underwriting agreement with Cantor Fitzgerald & Co. for an initial public offering of 5,200,000 common shares, with a 30‑day option for 780,000 additional shares to cover over‑allotments. The structure is a standard firm‑commitment IPO with customary representations, covenants, and lock‑ups for certain insiders.

The company will pay a 7% underwriting commission on aggregate gross proceeds and reimburse up to US$200,000 of fees and expenses. After underwriting discounts and other offering costs, Silver Bow Mining reports approximately $54.6 million in net proceeds from issuing 5,200,000 shares. This capital inflow strengthens liquidity, though the filing does not detail any specific use of proceeds, leaving future disclosures to outline deployment.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

IPO shares issued: 5,200,000 common shares Over-allotment option: 780,000 common shares Net proceeds: $54.6 million +3 more

6 metrics

IPO shares issued 5,200,000 common shares Initial public offering completed on May 1, 2026

Over-allotment option 780,000 common shares 30-day option for underwriters to cover over-allotments

Net proceeds $54.6 million Approximate net proceeds after discounts and expenses from IPO

Underwriting commission rate 7% of aggregate gross proceeds Commission payable to underwriters on IPO proceeds

Expense reimbursement cap US$200,000 Maximum underwriter fee and expense reimbursement

Over-allotment option period 30 days Period following closing during which option is exercisable

Key Terms

Underwriting Agreement, initial public offering, over-allotments, lock-up agreement, +1 more

5 terms

Underwriting Agreement financial

"entered into an underwriting agreement (the “Underwriting Agreement”) with Cantor Fitzgerald & Co."

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

initial public offering financial

"relating to the Company’s sale in its initial public offering of 5,200,000 common shares"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

over-allotments financial

"to purchase up to an additional 780,000 common shares to cover over-allotments, if any"

An over-allotment is a temporary extra batch of shares that the underwriters of a stock offering are allowed to sell beyond the original amount, with the right to buy those shares back later. Think of it as spare tickets sold to meet demand and then reclaimed if needed to keep the market orderly; it helps stabilize the stock price after an offering and can affect short-term supply and potential dilution, which matters to investors tracking price and ownership stakes.

lock-up agreement financial

"as well as a form lock-up agreement that was signed by certain of the Company’s directors and officers"

A lock-up agreement is a contract that prevents company insiders and early investors from selling their shares for a fixed period after a stock sale, often after an initial public offering. It matters to investors because it temporarily limits the number of shares that can hit the market, which can keep the share price steadier; when the lock-up ends, a sudden increase in available shares can create extra volatility, revealing insiders’ confidence or lack thereof.

Registration Statement regulatory

"registration statement on Form S-1/A, as amended from time to time (File No. 333-292928), which was declared effective"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

Offering Details

IPO

Offering

Offering Type IPO

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 29, 2026

Silver Bow Mining Corp.

(Exact name of registrant as specified in its charter)

British Columbia		001-43242		98-1858068
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

1401 Idaho Street Butte, Montana		59701
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: 406-718-7593

Not Applicable

 (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:		Trading Symbol		Name of each exchange on which registered:
Common Shares, no par value		SBMT		NYSE American, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01. Entry into a Material Definitive Agreement

Underwriting Agreement

On April 29, 2025, Silver Bow Mining Corp. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Cantor Fitzgerald & Co. as the lead book-running manager and the representative (the “Representative”) for the several underwriters named in Schedule A to the Underwriting Agreement (the “Underwriters”), relating to the Company’s sale in its initial public offering of 5,200,000 common shares, no par value (the “Offering”).

The Company has granted the Underwriters an option, exercisable in whole or in part at any time until the date which is 30 days following the closing of the Offering, to purchase up to an additional 780,000 common shares to cover over-allotments, if any, at the public offering price, less underwriting discounts and commissions.

The Underwriting Agreement contains customary representations, warranties and covenants by the Company, conditions to closing and indemnification provisions, as well as a form lock-up agreement that was signed by certain of the Company’s directors and officers, filed herewith as Exhibit “A” to Exhibit 1.1.

The Company agreed to pay the Underwriters a commission equal to 7% of the aggregate gross proceeds of the Offering, including any additional common shares sold pursuant to the exercise of the option. The Company also agreed to reimburse the Underwriters for customary fees and expenses up to US$200,000.

The Company previously filed the form of Underwriting Agreement as an exhibit to the Company’s registration statement on Form S-1/A, as amended from time to time (File No. 333-292928), which was declared effective by the Securities and Exchange Commission on April 29, 2026 (the “Registration Statement”).

A copy of the final executed underwriting agreement is filed as Exhibit 1.1 hereto and is incorporated by reference into this Item 1.01.

On May 1, 2026 the Company consummated the Offering and issued 5,200,000 common shares for aggregate net proceeds of approximately $54.6 million, after deducting underwriting discounts and commissions and other offering expenses payable by the Company.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
1.1+		Underwriting Agreement dated April 29, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

+ Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the SEC upon request.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SILVER BOW MINING CORP.
	By:	/s/ C. Travis Naugle
		C. Travis Naugle
		Chief Executive Officer
Dated: May 1, 2026

FAQ

What transaction did Silver Bow Mining Corp. (SBMT) complete in this filing?

Silver Bow Mining Corp. completed an initial public offering of common shares under an underwriting agreement with Cantor Fitzgerald & Co. It sold 5,200,000 shares and finalized customary IPO terms, including commissions, expenses, and lock-up agreements for certain directors and officers.

How many Silver Bow Mining (SBMT) shares were sold in the IPO and what are net proceeds?

Silver Bow Mining sold 5,200,000 common shares in its initial public offering. The company reports aggregate net proceeds of approximately $54.6 million after deducting underwriting discounts, commissions, and other offering expenses payable by the company in connection with the transaction.

Does Silver Bow Mining’s IPO include an over-allotment option for underwriters?

Yes. The underwriting agreement grants underwriters a 30-day option to purchase up to an additional 780,000 common shares. This option is designed to cover potential over-allotments and is exercisable at the public offering price, less applicable underwriting discounts and commissions.

What commissions and expenses will Silver Bow Mining (SBMT) pay in this offering?

Silver Bow Mining agreed to pay underwriters a commission equal to 7% of the aggregate gross proceeds of the offering. The company also agreed to reimburse customary underwriter fees and expenses up to US$200,000, in addition to other offering expenses it is responsible for paying.

Who led Silver Bow Mining Corp.’s initial public offering underwriting?

Cantor Fitzgerald & Co. served as the lead book-running manager and representative for the several underwriters. The underwriting agreement outlines Cantor’s role, standard closing conditions, indemnification provisions, and a form of lock-up agreement executed by certain Silver Bow Mining directors and officers.

When did Silver Bow Mining (SBMT) close its IPO and issue the shares?

Silver Bow Mining states that it consummated the offering on May 1, 2026. On that date, the company issued 5,200,000 common shares and received approximately $54.6 million in net proceeds after underwriting discounts, commissions, and other offering-related expenses were deducted.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-1.1 UNDERWRITING AGREEMENT DATED APRIL 29, 2026 291.9 KB
• EX-101 XBRL SCHEMA FILE 3.0 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB