/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, BC, Aug. 19, 2020 /CNW/ - Orex Minerals Inc.
("Orex" or the "Company") (TSXV: REX) (OTCQB: ORMNF)
is pleased to announce the closing of its non-brokered private
placement (the "Offering") previously announced on
August 7, 2020. The Offering
consisted of 36,666,666 units of the Company (the "Units")
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 (each a "Common
Share") and one-half of one common share purchase warrant (each
whole warrant, a "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 (the "Sprott
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 ("TSXV") 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 (the "Broker 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"). The Belcarra Group is comprised of highly qualified
mining professionals.
ON BEHALF OF THE BOARD OF DIRECTORS
Gary Cope
President
FORWARD LOOKING STATEMENTS
This news release may contain forward-looking statements,
including, but not limited to, statements with respect to the use
of proceeds of the Offering, timing and content of upcoming work
programs, geological interpretations, receipt of property titles,
potential mineral recovery processes, etc. 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 and management discussion and analysis
("MD&A") available on www.sedar.com. The risk factors
identified in the financial statements and MD&A 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 Orex 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.
SOURCE Orex Minerals Inc.