ATEX Resources Inc. (TSX-V: ATX) is pleased to announce the closing of the previously announced US$40 million strategic investment by Agnico Eagle Mines Limited (NYSE: AEM) (TSX: AEM) on a private placement basis, the concurrent settlement of the Company’s US$15 million credit facility and a C$500,000 equity investment by a recently appointed ATEX director.

Under the Offering, Agnico acquired 33,869,939 units of the Company consisting of one common share and one-half of one Common Share purchase warrant, at a price of C$1.63. Each full Warrant entitles Agnico to purchase one Common Share at a price of C$2.50 for a period of 60 months from the issue date, subject to acceleration under certain conditions. From and after January 1, 2026, if the volume weighted average price of the Common Shares exceed C$3.00 for 20 consecutive trading days, ATEX shall have the right to accelerate the expiry date of the Warrants to 30 calendar days from the date that notice of acceleration is provided to the holder. As previously announced, Agnico and ATEX entered into an investors rights agreement in connection with closing of the Offering.

Proceeds from the Offering will be allocated towards the Company’s exploration activities at the Valeriano Copper-Gold Project located in the Atacama Region, Chile, and for general corporate purposes.

Concurrently with closing of the Offering, the Company closed its previously announced private placement of 306,748 Units to board member Rick McCreary on the same terms as the Offering, for aggregate gross proceeds of C$500,000. The McCreary Placement is exempt from the formal valuation and minority approval requirements of Multilateral Instrument 61-101 – Protection of Minority Holders in Special Transactions by the application of sections 5.5(a) and 5.7(1)(a) of MI 61-101.

BMO Capital Markets and Trinity Advisors Corporation have acted as financial advisors to ATEX in connection with the Offering.

Lastly, the Company has settled its US$15 million credit facility with Firelight Investments, Beedie Capital, Trinity Capital Partners and two arm’s length parties  through the issuance to the Lenders (other than Firelight Investments) of approximately 7.9 million Units (on the same terms as the Offering) and approximately 5.5 million Common Shares to Firelight Investments at a deemed issue price of C$1.42. Trinity Capital Partners became a Lender under the credit facility pursuant to an assignment of certain obligations thereunder in February 2024 and will accordingly participate in the Debt Settlement. Firelight Investments is a “related party” of the Company. The Debt Settlement with Firelight Investments is exempt from the formal valuation and minority approval requirements of MI 61-101 by the application of sections 5.5(a) and 5.7(1)(a) of MI 61-101.

The securities issued or made issuable pursuant to the Offering, McCreary Placement and Debt Settlement are subject to a statutory four month and one day hold period under applicable Canadian securities laws which expires on March 2, 2025.

Following the closing of these transactions, Agnico owns approximately 13% of ATEX’s issued and outstanding Common Shares on a non-diluted basis.

About ATEX

ATEX is exploring the Valeriano Copper-Gold Project which is located within the emerging copper gold porphyry mineral belt linking the prolific El Indio High-Sulphidation Belt to the south with the Maricunga Gold Porphyry Belt to the north, located in the Atacama Region, Chile. This emerging belt, informally referred to as the Link Belt, hosts several copper gold porphyry deposits at various stages of development including, Filo del Sol (Filo Mining), Josemaria (Lundin Mining), Los Helados (NGEX Minerals/JX Nippon), La Fortuna (Teck Resources/Newmont) and El Encierro (Antofagasta/Barrick Gold). The Valeriano Project hosts a large copper gold porphyry mineral resource: 1.41 billion tonnes at 0.67% CuEq (0.50% Cu, 0.20 g/t Au, 0.96 g/t Ag and 63.80 g/t Mo), which includes a higher-grade core totaling 200 million tonnes at 0.84% CuEq (0.62% Cu, 0.29 g/t Au 1.25 g/t Ag and 55.7 g/t Mo), as reported by ATEX on September 12, 2023¹.