Annual Option Issuance, Share Issuance, Notice of AGM & Colombia Update
1
Annual Option Issuance, Share Issuance, Notice of AGM & Colombia Update
Medellin, Colombia, October 26, 2018. Orosur Mining Inc. (“Orosur” or “the Company”) (TSX: OMI) (AIM:
OMI) announces the granting of an aggregate of 1, 845,000 stock options (“Options”) to directors, officers
and employees and the issuance of 3,477,581 common shares to Maxit Capital, LP in consideration of
transaction fees relating to the recently announced tran saction with Newmont. Additionally, the Company
announces that copies of the Notice of Annual General Meeting (“AGM’) have been sent to shareholders
and a copy is also available from the Company’s website.
The AGM will be held on November 27, 2018 at 4:00 p.m. GMT at the Offices of Cantor Fitzgerald Europe,
One Churchill Place, Canary Wharf, London, England, E14 5RB. The Company asks that any shareholders
wishing to attend provide advance notice in order for building security to provide them access.
ANNUAL STOCK OPTION GRANT
Officers and employees were granted a total of 1,4 30,000 stock options and the balance equivalent to
415,000 stock options were granted to Directors pursuant to the annual grant, which shall vest in three
equal parts: the first part immediately and the second and third parts on October 23, 2019 and November
23, 2020, respectively.
All Options are exercisable at a price of CAD$0.11 per common share, on or before October 23, 2023.
Pricing is based on the closing price of the Orosur’s shares on October 23, 2018 on the Toronto Stock
Exchange.
A summary of Director and Officer option grants and resultant interests is as follows:
Directors & Officers Options Granted Total Options Total Shares Ownership¹
John Walmsley 115,000 1,212,439 140,350 0.09%
Robert Schafer 200,000 885,442 23,500 0.02%
H.D. Lee 100,000 675,000 64,386 0.04%
Ignacio Salazar 200,000 2,399,544 723,000 0.48%
Alejandra Lopez 150,000 585,000 - 0
Ryan Cohen 110,000 860,000 231,452 0.15%
Total 875,000 6,617,425 1,182,688 0.79%
Note 1: Percentage interest in total number of common shares currently issued and outstanding
Note 2: Pursuant to MARS regulations in the UK, individual notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them is contained at the end of this press release.
MAXIT SHARE ISSUANCE
For its part in advising Orosur in the Strategic Agreement and Private Placement announced with Newmont
Mining Corporation on September 10, 2018, Maxit Capital LP has been issued 3,477,581 common shares
in full satisfaction of fees equal to CAD$250,000 and US$50,000. The figures are based on the same
pricing as the private placement with Newmont, being CAD$0.091 (GBP 0.054) per share.
2
Application has been made for the new common shares to be admitted to trading on AIM. It is expected
that Admission will become effective at 8.00 am (GMT) on or around October 31, 2018. If Admission is
delayed, any variations to this timetable will be announced via a Regulatory Information Service.
As a result of the share issuance and annual stock option grant, the number of common shares issued and
outstanding is 150,277,672 and the total number of op tions is 10,535,760 and warrants outstanding is
8,370,251. The common shares issued to Maxit are subject to a hold period expiring four months and one
day following the issuance date in accordance with applicable Canadian securities laws.
COLOMBIA UPDATE
Orosur has commissioned a technical report (“43-101 Report”) to be prepared in accordance with National
Instrument 43 -101 Standards of Disclosure for Mineral Projects (“NI 43 -101”) on its A nzá Project. The
Company has engaged an independent Qualified Person (QP) from Andes GMS from Chile to complete
the NI 43-101 Report. The Company expects to be able to file the report in December 2018.
About Orosur Mining Inc.
Orosur Mining Inc. (TSX: OMI; AIM: OMI) is a fully integrated gold producer, developer and explorer
focused on identifying and advancing gold projects in South America. The Company operates in Colombia
and Uruguay.
Forward Looking Statements
All statements, other than statements of historical fact, contained in this news release constitute "forward -
looking statements" within the meaning of applicable securities laws, including but not limited to the "safe
harbour" provisions of the United States Private Securities Litigation Reform Act of 1995 and are based on
expectations estimates and projections as of the date of this news release. Forward -looking statements
include, without limitation, the filing of a NI 43-101 report. There can be no assurance that such statements
will prove to be accurate. Actual results and future events could differ materially from those anticipated in
such forward looking statements. The Company’s continuance as a going concern is dependent upon its
ability to obtain adequate fi nancing and to reach profitable levels of operations. These material
uncertainties may cast significant doubt upon the Company’s ability to realize its assets and discharge its
liabilities in the normal course of business and accordingly the appropriatenes s of the use of accounting
principles applicable to a going concern. Although the Company has been successful in the past in
obtaining financing there is no assurance that it will be able to obtain adequate financing in future or that
such financing will b e on terms advantageous to the Company. The Company disclaims any intention or
obligation to update or revise any forward-looking statements whether as a result of new information, future
events and such forward-looking statements, except to the extent required by applicable law.
For further information, please contact:
Orosur Mining Inc
Ignacio Salazar, Chief Executive Officer
Ryan Cohen, VP Corporate Development
Tel: +1 (778) 373-0100
Cantor Fitzgerald Europe – Nomad & Joint Broker
David Porter/Keith Dowsing
Tel: +44 (0) 20 7894 7000
Numis Securities Limited – Joint Broker
John Prior / James Black / Paul Gillam
Tel: +44 (0) 20 7260 1000
3
The information contained within this announcement is deemed by the Company to constitute inside information as
stipulated under the Market Abuse Regulation ("MAR"). Upon the publication of this announcement via Regulatory
Information Service, this inside information is now considered to be in the public domain . If you have any queries on
this, then please contact Ryan Cohen, VP Corporate Development of the Company (responsible for arranging release
of this announcement on behalf of the Company) on: +1 (778) 373-0100.
4
Notification and public disclosure of transactions by persons discharging ma nagerial
responsibilities and persons closely associated with them:
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name John Walmsley
2 Reason for notification
a) Position / Status Chairman of the Board
b) Initial Notification/Amendment Amendment
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Orosur Mining Inc,
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv)
each place where transactions have been conducted
a)
Description of the financial instrument, type of
instrument
Identification code
Options to subscribe for new ordinary share of no par value
CA6871961059
b) Nature of the transaction Grant of options
c) Price(s) and volumes(s)
Volume(s) Price(s)
115,000 CAD$0.11
d) Aggregated information N/A – single transaction
e) Date of the transaction 23 October 2018
f) Place of the transaction Outside of trading venue
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Robert Schafer
2 Reason for notification
a) Position / Status Director
b) Initial Notification/Amendment Amendment
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Orosur Mining Inc,
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv)
each place where transactions have been conducted
a)
Description of the financial instrument, type of
instrument
Identification code
Options to subscribe for new ordinary share of no par value
CA6871961059
b) Nature of the transaction Grant of options
c) Price(s) and volumes(s)
Volume(s) Price(s)
200,000 CAD$0.11
d) Aggregated information N/A – single transaction
5
e) Date of the transaction 23 October 2018
f) Place of the transaction Outside of trading venue
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name H.D. Lee
2 Reason for notification
a) Position / Status Director
b) Initial Notification/Amendment Amendment
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Orosur Mining Inc,
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv)
each place where transactions have been conducted
a)
Description of the financial instrument, type of
instrument
Identification code
Options to subscribe for new ordinary share of no par value and new ordinary shares of no par
value
CA6871961059
b) Nature of the transaction Grant of options
c) Price(s) and volumes(s)
Volume(s) Volume(s) Price(s)
Options 100,000 CAD$0.11
d) Aggregated information N/A – single transaction
e) Date of the transaction 23 October 2018
f) Place of the transaction Outside of trading venue
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Ignacio Salazar
2 Reason for notification
a) Position / Status CEO & Director
b) Initial Notification/Amendment Amendment
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Orosur Mining Inc,
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and ( iv)
each place where transactions have been conducted
a)
Description of the financial instrument, type of
instrument
Identification code
Options to subscribe for new ordinary share of no par value
CA6871961059
b) Nature of the transaction Grant of options
c) Price(s) and volumes(s)
Volume(s) Price(s)
200,000 CAD$0.11
6
d) Aggregated information N/A – single transaction
e) Date of the transaction 23 October 2018
f) Place of the transaction Outside of trading venue
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Alejandra Lopez
2 Reason for notification
a) Position / Status CFO
b) Initial Notification/Amendment Amendment
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Orosur Mining Inc,
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv)
each place where transactions have been conducted
a)
Description of the financial instrument, type of
instrument
Identification code
Options to subscribe for new ordinary share of no par value
CA6871961059
b) Nature of the transaction Grant of options
c) Price(s) and volumes(s)
Volume(s) Price(s)
150,000 CAD$0.11
d) Aggregated information N/A – single transaction
e) Date of the transaction 23 October 2018
f) Place of the transaction Outside of trading venue
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Ryan Cohen
2 Reason for notification
a) Position / Status VP, Corporate Development & Corporate Secretary
b) Initial Notification/Amendment Amendment
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Orosur Mining Inc,
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; a nd (iv)
each place where transactions have been conducted
a)
Description of the financial instrument, type of
instrument
Identification code
Options to subscribe for new ordinary share of no par value and new ordinary shares of no par
value
CA6871961059
b) Nature of the transaction Grant of options
7
c) Price(s) and volumes(s)
Volume(s) Volume(s) Price(s)
Options 110,000 CAD$0.11
d) Aggregated information N/A – single transaction
e) Date of the transaction 23 October 2018
f) Place of the transaction Outside of trading venue