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Western Exploration Announces Closing of Private Placement

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Western Exploration Announces Closing of Private Placement






Western Exploration Inc. (TSX-V: WEX) (OTCQX: WEXPF) is pleased to announce that it has closed the previously announced non-brokered private placement of units in the capital of the Company.


The Offering consisted of the issuance of 9,348,086 Units at a price of $0.70 per Unit, for aggregate gross proceeds of approximately $6,543,659.


Each Unit consists of one variable voting share of the Company and one variable voting share purchase warrant of the Company. Each Warrant will entitle the holder to purchase one variable voting share of the Company at a price of $1.00 per Warrant Share at any time on or before the date which is 36 months after the closing date of the Offering, subject to adjustment in certain events.


In connection with the Offering, the Company has paid certain parties finder’s fees in the form of an aggregate of $110,946.80 in cash and has issued 158,495 variable voting share purchase warrants. Each Finder’s Warrant entitles the holder to purchase one Share at $1.00 for 36 months.


In addition, Canaccord Genuity Corp. served as financial advisor in connection with the Offering and was paid $40,000 for their services.


All securities issued pursuant to the Offering will be subject to a hold period in accordance with applicable Canadian securities laws, expiring four months and one day following the closing date of the Offering.


The Company intends to use the net proceeds raised from the Offering for exploration and development expenditures at the Aura Project in Nevada, and for general corporate purposes.


Completion of the Offering remains subject to the receipt of all final approvals of the TSX Venture Exchange.


MI 61-101 Disclosure


Certain insiders of the Company, including Agnico Eagle Mines Limited, participated in the Offering by purchasing an aggregate of 1,107,143 Units at a price of $0.70 per Unit for aggregate gross proceeds of $775,000 (each, an Insider Subscription”).


The following insiders of the Company have subscribed for Units under the Offering:


Insider Insider Relationship Units Purchased (#) Subscription Amount ($)
Agnico Eagle Mines Limited 10% Securityholder 857,143 $600,000.01
Nicolas Schlumberger Director of Western Exploration 178,571 $124,999.70
Gerard Munera(1) Director of Western Exploration 71,429 $50,000.30


(1) Gerard Munera acquired the Units indirectly through Synergex Group LLC.


Each Insider Subscription is considered to be a “related party transaction” of the Company for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. In completing the Insider Subscriptions, the Company relied upon exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. Specifically, the Company is exempt from the formal valuation requirement in Section 5.4 of MI 61-101 in reliance on Section 5.5 (b) of MI 61-101 insofar as no securities of the Company are listed or quoted for trading on prescribed stock exchanges or stock markets. Additionally, the Company is exempt from the minority approval requirement in Section 5.6 of MI 61-101 for each Insider Subscription in reliance on Section 5.7(b) insofar as the fair market value of such Insider Subscriptions, insofar as they involves interested parties, is not more than the 25% of the Company’s market capitalization.


The Company did not file a material change report more than 21 days before the expected closing date of the Offering as the details of the Offering and the participation therein were not settled until shortly prior to the closing of the Offering, and the Company wished to close the Offering on an expedited basis for sound business reasons.


This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.


About Western Exploration


Born from a 25‐year history of advancing exploration projects in Nevada as a private company, today Western Exploration is composed of an experienced team of precious metals experts that aims to lead Western Exploration to becoming a premiere gold and silver development company in North America. The Company’s principal asset is the 100% owned Aura gold‐silver project, located approximately 120 kilometers/75 miles north of the city of Elko, Nevada, and includes three unique gold and silver deposits: Doby George, Gravel Creek, and Wood Gulch.


Posted March 29, 2024

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