NGEx Resources Inc. (TSX:NGQ) is pleased to report that it has closed its previously announced private placement.
The Company sold an aggregate of 17,412,935 common shares at a price of SEK 12.20 (approximately CAD $2.01) per Common Share for gross proceeds of (1)SEK 212,481,500 (CAD $35 million) on a private placement basis to Swedish and international investors.
The net proceeds of the private placement will be used to fund the Company’s ongoing exploration programs in Chile and Argentina as well as for corporate development and general working capital purposes.
Pareto Securities AB acted as Sole Bookrunner and Lead Manager, and Skandinaviska Enskilda Banken AB is Co-Manager in connection with the Private Placement. Gernandt & Danielsson Advokatbyra acted as legal advisor to Pareto Securities AB, and Cassels Brock & Blackwell LLP acted as NGEx’s legal advisor in connection with the Offering.
Two insiders of the Company, directly or indirectly, purchased a total of 3,500,000 Common Shares under the Offering constituting a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Insider Participation is exempt from the valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 based on the fact that neither the fair market value of such Insider Participation, nor the consideration paid by the insiders, exceeds 25% of the Company’s market capitalization. NGEx has not filed a material change report 21 days prior to the closing of the Offering as participation of the insiders had not been established at that time.
This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the U.S., or in any jurisdiction in which such an offer or sale would be unlawful. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold in the U.S. or to the account or benefit of a U.S. person or a person in the U.S. absent registration or an applicable exemption from the registration requirements.
NGEx is a Canadian mineral exploration company with exploration projects in Chile, Argentina, and Canada. The Company’s focus is on advancing its South American projects which include several large copper-gold systems including the Josemaria, Los Helados, and Filo del Sol projects, located on a land package that the Company holds in Chile’s Region III and adjacent San Juan Province, Argentina. Los Helados and Filo del Sol are part of a joint venture in which the Company holds 60% and Pan Pacific Copper Co., Ltd. holds 40%. Josemaria is part of a joint venture in which the Company holds 60% and Japan Oil, Gas, and Metals National Corporation (JOGMEC) owns 40%. In addition, the Company holds an extensive portfolio of 100% owned early stage exploration projects located in Chile and Argentina. It also owns a 100% interest in the GJ copper and gold project located in British Columbia Canada. The GJ project is optioned to Teck Resources who are earning up to a 75% interest.
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