/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, Nov. 8, 2019 /CNW/ - Orex Minerals Inc. –
(TSX.V: REX – OTCQB: ORMNF) ("Orex" or the
"Company"), is pleased to announce that the Company intends
to undertake a private placement financing (the "Offering")
to raise gross proceeds of up to $1,000,000 from the sale of up to 10,000,000
units at a price of $0.10 per unit,
with each unit consisting of one common share and one half
warrant. Each whole warrant is exercisable for one common
share for a period of two years at a price of $0.15 per share. The Company expects that certain
insiders of the Company will participate in the Offering.
Orex intends to use the net proceeds of the Offering to maintain
its 40% share of the Sandra-Escobar Project in good standing and
fund its 40% share of the upcoming work program, to make the
necessary payments under its existing option to acquire 100% of the
Cordero Project, and for general corporate and working capital
purposes.
The Offering is scheduled to close on or about November
19, 2019. The closing of the Offering is subject to
certain conditions, including the approval of the TSX Venture
Exchange and certain other conditions customary for a financing of
this nature. All securities issued pursuant to the Offering
will be subject to a four-month and one day hold period from the
date after the closing of the Offering. If the Offering is
fully subscribed, the Company expects to have 123,731,379 common
shares issued and outstanding after close of the Offering.
The issuance of Units to insiders pursuant to the Offering will
be considered a related party transaction under Multilateral
Instrument 61-101. The Company will be relying on exemptions from
the formal valuation and minority shareholder approval requirements
provided under sections 5.5(a) and 5.7(a) of Multilateral
Instrument 61-101 on the basis that participation in the Offering
by insiders does not exceed 25% of the fair market value of the
Company's market capitalization.
The shares to be issued under the Offering have not been and
will not be registered under the U.S. Securities Act of 1933, as
amended, or any state securities laws and may not be offered or
sold in the United States or to
U.S. Persons absent registration or an applicable exemption from
registration. This press release is not an offer or a solicitation
of an offer of securities for sale in the
United States, nor will there be any sale of the securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful.
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:
Three projects are located in Durango State, Mexico, including the Coneto Silver-Gold
Project as a joint venture with Fresnillo PLC, the Sandra Escobar
Silver Project with Pan American Silver Corp., and the San Luis del Cordero Silver-Copper-Zinc
Project. The Company's fourth project is the Jumping Josephine Gold
Project in British Columbia,
Canada. Orex is under the management provided by the
experienced Belcarra Group Management Ltd. ("Belcarra Group"). The
Belcarra Group is comprised of highly qualified mining
professionals.
ON BEHALF OF THE BOARD OF DIRECTORS
Gary Cope
President
This News Release may contain forward-looking statements
including but not limited to the receipt of approvals for the
Offering, closing of the Offering, use of proceeds of the Offering,
timing and content of upcoming work programs, geological
interpretations, receipt of property titles, potential mineral
recovery processes, etc. Forward-looking statements address future
events and conditions and therefore involve inherent risks and
uncertainties. 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.
For additional information on risks and uncertainties, see
the Company's most recently filed annual management discussion and
analysis ("MD&A"), which is available on SEDAR at www.sedar.com
and on the Company's website at www.orexminerals.com. The risk
factors identified in the MD&A are not intended to represent a
complete list of factors that could affect the Company.
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.