Angkor Announces Closing of Over-Subscribed Private Placement Raising $770,000
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Angkor Announces Closing of Over-Subscribed Private Placement
Raising $770,000
GRANDE PRAIRIE, AB, (July 16, 2025): Angkor Resources Corp. (TSXV: ANK and OTC: ANKUR) (“Angkor”
or “the Company”) is pleased to announce it has completed a non-brokered private placement that was previously
announced (See release dated July 4, 2025) and will issue an a total of 4,400,001 units (each a "Unit") for gross proceeds
of CAD $770,000 (the "Offering"). The Units were offered at $0.175 and are comprised of one common share (each a
"Common Share ") and one -half Common Share purchase warrant – each full Warrant exercisable to purchase a
common share at 0.35 for a period of 24 months from the date of issuance.
The net proceeds of the Offering will be used to fund exploration activities on the Company’s exploration projects and
for general working capital purposes. No fees were paid in connection with the offering.
The Common Shares will be subject to a hold period of four months and a day from their date of issuance. The Private
Placement remains subject to final approval from the TSX Venture Exchange ("TSXV").
Insiders of the Company participated in the Offering and subscribed for 1,033,246 units for proceeds of $180,818. The
participation of the Officers & Directors in the private Offering constitutes a “Related Party Transaction ” of the
Company for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special
Transactions ("MI 61-101") and Section 5.9 – Protection of Minority Securityholders in Special Transactions of the
Corporate Finance Manual of the TSXV. In completing the Private Placement, the Company is relying upon exemptions
from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is
exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Sections 5.5(a) and (b) of MI
61-101 as the fair market value of the transaction, insof ar as it involves interested parties, is not more than the 25% of
the Company's market capitalization . Additionally, the Company is exempt from minority shareholder approval
requirement in Section 5.6 of MI 61- 101 in reliance on, inter alia, Section 5.7(a) as the fair market value of the
transaction, insofar as it involves interested parties, is not more than the 25% of the Company's market capitalization.
The Company did not file a material change report 21 days prior to the expected closing date of the Pr ivate Placement
as the details of the insider's participation in the Private Placement had not been finalized at the time.
The securities being offered have not been, nor will they be, registered under the United States Securities Act and may
not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an
applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the
solicitation of an offer to buy nor will there be any sale of the securities in any State in which such offer, solicitation o r
sale would be unlawful.
Angkor Resources Corp. Press Release
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Early Warning Reporting
Mike Weeks
Mr. Mike Weeks ("MWeeks", address: 51069 Twp Rd 744 Sexsmith, AB T0H 3C0), an insider and control
person of the Company, acquired 219,857 Common Shares under the Private Placement. The 219,857
Common Shares acquired by MWeeks represent under 1 % of the 189,952,528 Common Shares following
the closing of the Private Placement.
Prior to the Private Placement, MWeeks held 31,475,424 Common Shares, representing 17% of the
outstanding Common Shares, based upon 185,569,916 Common Shares being outstanding immediately prior
to the closing of the Private Placement. MWeeks now owns 31,695,281 Common Shares, representing
16.69% of the outstanding Common Shares on an undiluted basis, based upon 189,952,528 being
outstanding following the closing of the Private Placement. MWeeks also holds and 1,088,889 Options.
MWeeks acquired and intends to hold the securities for investment purposes. MWeeks, depending on
market and other conditions, may increase its beneficial ownership, control or direction over the Common
Shares or other securities of Angkor through market transactions, private agreements, treasury issuances,
exercise of convertible securities or otherwise, in accordance with applicable securities regulations.
Depending on market or other conditions, MWeeks may sell all or a portion of the Common Shares.
An early warning report with additional information with respect to MWeeks will be filed on SEDAR+
at www.sedarplus.ca copies of which may be obtained by contacting the persons listed below.
Delayne Weeks
Ms. Delyane Weeks (“DWeeks”) (address: PO Box 15 Sexsmith, AB T0H 3C0) an insider of the Company,
acquired 237,143 Common Shares under the Private Placement. The 237,143 Common Shares acquired by
DWeeks represent under 1% of the 189,952,528 Common Shares outstanding following the closing of the
Private Placement.
Prior to the Private Placement, DWeeks held 21,142,862 Common Shares, and 1,428,571 warrants (the
"Warrants") exercisable to acquire 1,428,571 Common Shares, representing 11.4% of the outstanding
Common Shares on an undiluted basis and 12.2% on a partially diluted basis (assuming the exercise of the
warrants), based upon 185,569,916 Common Shares being outstanding immediately prior to the closing of
the Private Placement.
DWeeks now owns 21,380,005 Common Shares, and Warrants (the "Warrants") exercisable to acquire
1,547,143 Common Shares, representing 11.26% of the outstanding Common Shares on an undiluted basis
and 11.93% on a partially diluted basis (assuming the exercise of the warrants), based upon 189,952,528
Common Shares being outstanding following the closing of the Private Placement.
DWeeks acquired and intends to hold the securities for investment purposes. DWeeks depending on market
and other conditions, may increase its beneficial ownership, control or direction over the Common Shares or
other securities of Angkor through market transactions, private agreements, treasury issuances, exercise of
convertible securities or otherwise, in accordance with applicable securities regulations. Depending on
market or other conditions, Mr. Adamo may sell all or a portion of the Common Shares.
Angkor Resources Corp. Press Release
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An early warning report with additional information with respect to DWeeks will be filed on SEDAR+
at www.sedarplus.ca copies of which may be obtained by contacting the persons listed below.
ABOUT ANGKOR RESOURCES CORPORATION:
ANGKOR Resources Corp. is a public company, listed on the TSX -Venture Exchange, and is a leading resource
optimizer in Cambodia working towards mineral and energy solutions across Canada and Cambodia. ANGKOR’s
carbon capture and gas conservation project in Saskatchewan, Canada is p art of its long-term commitment to
Environmental and Social projects and cleaner energy solutions across expanding jurisdictions. The company’s mineral
subsidiary, Angkor Gold Corp. in Cambodia holds three mineral exploration licenses in Cambodia and its Cambodian
energy subsidiary, EnerCam Resources, was granted an onshore oil and gas license of 3729 square kilometers in the
southwest quadrant of Cambodia called Block VIII. Since 2022, Angkor’s Canadian subsidiary, EnerCam Exploration
Ltd., has been involved in gas/carbon capture and oil and gas production in Evesham, Saskatchewan.
CONTACT:
Delayne Weeks - CEO
Email: [email protected] Website: angkorresources.com Telephone: +1 (780) 831-8722
Please follow @AngkorResources on LinkedIn, Facebook, Twitter, Instagram and YouTube.
This news release includes certain information that may constitute forward- looking information under applicable Canadian
securities laws. Forward -looking information includes, but is not limited to, strategic plans, spending commitments, future
operations, future work programs, and statements regarding the Private Placement, including the use of proceeds raised
thereunder and TSXV approval. Forward- looking information is necessarily based upon a number of estimates and assumptions
that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the
actual results and future events to differ materially from those expressed or implied by such forward-looking information including,
but not limited to: changes in national and local government, legislation, taxation, controls, regulations and political or economic
developments in Canada and Cambodia or other countries in which the Company may carry on business in the future; operating or
technical difficulties in connection with exploration and development activities; fluctuations in the currency markets (such as the
Canadian dollar, and the U.S. dollar); risks and hazards associated with the business of mineral exploration and development
(including environmental hazards or industrial accidents); risks relating to the credit worthiness or financial condition of suppliers
and other parties with whom the Company does business; presence of laws and regulations that may impose restrictions on mining,
including those currently enacted in Argentina; employee relations; relationships with and claims by local communities; availability
and increasing costs associated with operational inputs and labour; the speculative nature of mineral exploration and development,
including the risks of obtaining necessary licenses, permits and approvals from government authorities; business opportunities that
may be presented to, or pursued by, the Company; challenges to, or difficulty in maintaining, the Company's title to properti es;
risks relating to the Company's ability to raise funds; fluctuations in commodity prices and the factors identified in the Co mpany's
continuous disclosure documents filed on SEDAR+. There can be no assurance that such information will prove to be accura te, as
actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not
place undue reliance on forward-looking information. All forward-looking-information contained in this news release is given as of
the date hereof and is based upon the opinions and estimates of management and information available to management as at the
date hereof. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a
result of new information, future events or otherwise, except as required by law.
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.