Orex Closes First Tranche of Private Placement
Orex Closes First Tranche of Private
Placement
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN
THE
UNITED STATES
/
VANCOUVER, BC
,
Dec. 20, 2023
/CNW/ -
Orex Minerals Inc. – (TSXV: REX) (OTCQB:
ORMNF)
("
Orex
" or the "
Company
") is pleased to announce that it has closed the first tranche (the
"
First
Tranche
") of its
$1 million
private placement announced on
November 28, 2023
(the
"
Offering
"), issuing 1,225,000 units of the Company (the "
Units
") at a price of
$0.15
per Unit for
aggregate gross proceeds of
$183,750
.
Each Unit consists of one common share (each, a "
Share
") and one warrant (each, a "
Warrant
").
Each Warrant entitles the holder thereof to acquire one Share at the price of
$0.25
per Share until
December 20, 2025
. The Shares and Warrants comprising the Units and any Shares issued upon
the exercise of the Warrants are subject to a statutory hold period which expires on
April 21, 2024
.
The Company intends to use the net proceeds from the First Tranche for exploring the Valenciana
Project in Zacatecas State, should its acquisition of such project (as previously announced on
October 3, 2023
) close, and for general working capital purposes.
The Company has agreed to pay a finder's fee to certain finders in respect of those purchasers
under the Offering introduced to the Company by such finder. In connection with the closing of the
First Tranche, Orex will pay finder's fees of
$4,500
to Haywood Securities Inc. and
$2,250
to
Canaccord Genuity Corp.
The issuance of Units to
Ben Whiting
, President and CEO of the Company, under the First Tranche
is considered to be a related party transaction under Multilateral Instrument 61-101 –
Protection of
Minority Security Holders in Special Transactions
("
MI 61-101
"). The Company is relying on
exemptions from the formal valuation and minority shareholder approval requirements provided under
sections 5.5(a) and 5.7(a) of MI 61-101 on the basis that participation in the First Tranche by such
related party does not exceed 25% of the fair market value of the Company's market capitalization.
The securities described herein have not been, and will not be, registered under the United States
Securities Act of 1933, as amended (the "
U.S. Securities Act
"), or any state securities laws, and
accordingly, may not be offered or sold within
the United States
except in compliance with the
registration requirements of the U.S. Securities Act and applicable state securities requirements or
pursuant to exemptions therefrom. This press release is not an offer or a solicitation of an offer of
securities for sale in
the United States
, nor will there be any sale of the securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful.
ABOUT OREX MINERALS INC.
Orex Minerals Inc. is a mineral exploration company focused on precious and base metals
exploration in
Mexico
and
Canada
. Orex has several current projects: Two projects are located in
Durango State,
Mexico
, the Sandra Silver-Gold Project with Pan American Silver Corp. and the
Coneto Gold-Silver Project with Fresnillo PLC. The third project is the Valenciana Gold-Silver-Base
Metals Project in Zacatecas State,
Mexico
. The fourth project is the Jumping Josephine Gold Project
in
British Columbia, Canada
. Orex is managed by the experienced Belcarra Group Management Ltd.
(the "
Belcarra Group
"), comprised of highly qualified mining professionals.
ON BEHALF OF THE BOARD OF DIRECTORS
B. H. Whiting. P.Geo.
President and CEO
FORWARD LOOKING STATEMENTS
This news release may contain forward-looking statements, including statements with respect to the
use of proceeds of the Offering and the acquisition of the Valenciana Project. These statements
reflect management's current estimates, beliefs, intentions and expectations; they are not
guarantees of future performance. Forward-looking statements address future events and conditions
and therefore involve inherent risks and uncertainties. Such factors include, among other things: risks
and uncertainties relating to exploration and development, the ability of the Company to obtain
additional financing, the need to comply with environmental and governmental regulations,
fluctuations in the prices of commodities, operating hazards and risks, competition and other risks
and uncertainties, including those described in the Company's financial statements, management
discussion and analysis and/or annual information form available on
www.sedar.com
. The risk
factors identified in such documents are not intended to represent a complete list of factors that
could affect the Company. Actual results may differ materially from those currently anticipated in
such statements and the Company undertakes no obligation to update such statements, except as
required by law.
Neither 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.
STAY CONNECTED
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Orex Minerals (@OrexMinerals) / X (twitter.com)
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SOURCE
Orex Minerals Inc.
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For further information:
Orex Minerals Inc. at 604-687-8566, email [email protected] or visit
our website www.orexminerals.com.
CO: Orex Minerals Inc.
CNW 22:00e 20-DEC-23