Orex Minerals Inc. (TSX-V: REX) (OTCQB: ORMNF) is pleased to announce the closing of its non-brokered private placement previously announced on August 7, 2020. The Offering consisted of 36,666,666 units of the Company issued to Eric Sprott at a price of $0.15 per Unit for aggregate gross proceeds of $5,499,999.90.
Each Unit consists of one common share and one-half of one common share purchase warrant. Each Warrant entitles the holder thereof to acquire one Common Share at the price of $0.20 per share for a period of 24 months from the closing of the Offering. The Common Shares and Warrants, and any Common Shares issuable upon the exercise of the Warrants, issued pursuant to the Offering are subject to a statutory hold period expiring on December 20, 2020.
The Company intends to use the net proceeds from the Offering for working capital requirements and other general corporate purposes.
Eric Sprott, through 2176423 Ontario Ltd., a corporation which is beneficially owned by him, acquired 36,666,666 Units pursuant to the Offering. After closing of the Offering, Mr. Sprott beneficially owns or controls 36,666,666 Common Shares and 18,333,333 Warrants representing approximately 19.6% ownership, on a non-diluted basis, and 26.8% ownership, on a partially diluted basis assuming exercise of all the Sprott Warrants, of the issued and outstanding Common Shares. Mr. Sprott has provided an undertaking not to exercise the Sprott Warrants until such time as the Company can obtain disinterested shareholder approval and TSX Venture Exchange approval of Mr. Sprott becoming a new control person for the purposes of the policies of the TSXV, which would occur once Mr. Sprott exceeds 20% ownership of the issued and outstanding Common Shares.
The Units were acquired by Mr. Sprott through 2176423 Ontario Ltd. for investment purposes. Mr. Sprott has a long-term view of the investment and may acquire additional securities of the Company including on the open market or through private acquisitions or sell securities of the Company including on the open market or through private dispositions in the future depending on market conditions, reformulation of plans and/or other relevant factors. A copy of 2176423 Ontario Ltd.’s early warning report will appear on the Company’s profile on SEDAR and may also be obtained by calling 416-945-3294 (200 Bay Street, Suite 2600, Royal Bank Plaza, South Tower, Toronto, Ontario M5J 2J1).
In connection with the Offering, the Company has agreed to pay a finders’ fee to Mackie Research Capital Corporation by way of issuing 2,199,999 Units at a deemed price of $0.15 per Broker Unit, such number of Broker Units being equal to 6% of the gross proceeds of the Offering. Each Broker Unit has the same price and terms as the Units issued pursuant to the Offering.
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 does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.
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 Project with Pan American Silver Corp. and the Coneto Silver-Gold Project with Fresnillo PLC. The third project is the Jumping Josephine Gold Project in British Columbia, Canada. Orex is under the management provided by the experienced Belcarra Group Management Ltd. The Belcarra Group is comprised of highly qualified mining professionals.
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We acknowledge the [financial] support of the Government of Canada.