Orosur Mining Inc. (“Orosur” or “the Company”) (TSX: OMI) (AIM:
OMI) announces the granting of an aggregate of 1,845,000 stock
options (“Options”) to directors, officers and employees and the
issuance of 3,477,581 common shares to Maxit Capital, LP in
consideration of transaction fees relating to the recently
announced transaction with Newmont. Additionally, the Company
announces that copies of the Notice of Annual General Meeting
(“AGM’) have been sent to shareholders and a copy is also available
from the Company’s website.
The AGM will be held on November 27, 2018 at 4:00 p.m. GMT at
the Offices of Cantor Fitzgerald Europe, One Churchill Place,
Canary Wharf, London, England, E14 5RB. The Company asks that any
shareholders wishing to attend provide advance notice in order for
building security to provide them access.
ANNUAL STOCK OPTION GRANT
Officers and employees were granted a total of 1,430,000 stock
options and the balance equivalent to 415,000 stock options were
granted to Directors pursuant to the annual grant, which shall vest
in three equal parts: the first part immediately and the second and
third parts on October 23, 2019 and November 23, 2020,
respectively.
All Options are exercisable at a price of CAD$0.11 per common
share, on or before October 23, 2023. Pricing is based on the
closing price of the Orosur’s shares on October 23, 2018 on the
Toronto Stock Exchange.
A summary of Director and Officer option grants and resultant
interests is as follows:
Directors & Officers
Options Granted Total Options Total
Shares Ownership¹ John Walmsley 115,000 1,212,439
140,350 0.09% Robert Schafer 200,000
200,000
0
0.00%
H.D. Lee 100,000 675,000 64,386 0.04% Ignacio Salazar 200,000
2,399,544 723,000 0.48% Alejandra Lopez 150,000 585,000 - 0 Ryan
Cohen 110,000 860,000 231,452 0.15%
Total 875,000
5,931,983
1,159,188
0.77%
Note 1: Percentage interest in total number of common
shares currently issued and outstanding Note 2: Pursuant to MARS
regulations in the UK, individual notification and public
disclosure of transactions by persons discharging managerial
responsibilities and persons closely associated with them is
contained at the end of this press release.
MAXIT SHARE ISSUANCE
For its part in advising Orosur in the Strategic Agreement and
Private Placement announced with Newmont Mining Corporation on
September 10, 2018, Maxit Capital LP has been issued 3,477,581
common shares in full satisfaction of fees equal to CAD$250,000 and
US$50,000. The figures are based on the same pricing as the private
placement with Newmont, being CAD$0.091 (GBP 0.054) per share.
Application has been made for the new common shares to be
admitted to trading on AIM. It is expected that Admission will
become effective at 8.00 am (GMT) on or around October 31, 2018. If
Admission is delayed, any variations to this timetable will be
announced via a Regulatory Information Service.
As a result of the share issuance and annual stock option grant,
the number of common shares issued and outstanding is 150,277,672
and the total number of options is 10,535,760 and warrants
outstanding is 8,370,251. The common shares issued to Maxit are
subject to a hold period expiring four months and one day following
the issuance date in accordance with applicable Canadian securities
laws.
COLOMBIA UPDATE
Orosur has commissioned a technical report (“43-101 Report”) to
be prepared in accordance with National Instrument 43-101 Standards
of Disclosure for Mineral Projects (“NI 43-101”) on its Anzá
Project. The Company has engaged an independent Qualified Person
(QP) from Andes GMS from Chile to complete the NI 43-101 Report.
The Company expects to be able to file the report in December
2018.
About Orosur Mining Inc.
Orosur Mining Inc. (TSX: OMI; AIM: OMI) is a fully integrated
gold producer, developer and explorer focused on identifying and
advancing gold projects in South America. The Company operates in
Colombia and Uruguay.
Forward Looking Statements
All statements, other than statements of historical fact,
contained in this news release constitute "forward-looking
statements" within the meaning of applicable securities laws,
including but not limited to the "safe harbour" provisions of the
United States Private Securities Litigation Reform Act of 1995 and
are based on expectations estimates and projections as of the date
of this news release. Forward-looking statements include, without
limitation, the filing of a NI 43-101 report. There can be no
assurance that such statements will prove to be accurate. Actual
results and future events could differ materially from those
anticipated in such forward looking statements. The Company’s
continuance as a going concern is dependent upon its ability to
obtain adequate financing and to reach profitable levels of
operations. These material uncertainties may cast significant doubt
upon the Company’s ability to realize its assets and discharge its
liabilities in the normal course of business and accordingly the
appropriateness of the use of accounting principles applicable to a
going concern. Although the Company has been successful in the past
in obtaining financing there is no assurance that it will be able
to obtain adequate financing in future or that such financing will
be on terms advantageous to the Company. The Company disclaims any
intention or obligation to update or revise any forward-looking
statements whether as a result of new information, future events
and such forward-looking statements, except to the extent required
by applicable law.
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation ("MAR"). Upon the publication of this
announcement via Regulatory Information Service, this inside
information is now considered to be in the public domain. If you
have any queries on this, then please contact Ryan Cohen, VP
Corporate Development of the Company (responsible for arranging
release of this announcement on behalf of the Company) on: +1 (778)
373-0100.
Notification and public disclosure of
transactions by persons discharging managerial
responsibilities and persons closely associated with
them:
1 Details of the person discharging
managerial responsibilities / person closely associated a)
Name John Walmsley
2 Reason for
notification a) Position / Status Chairman of the Board
b) Initial Notification/Amendment Amendment
3
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor a) Name
Orosur Mining Inc, b) LEI N/A
4
Details of the transaction(s): section
to be repeated for (i) each type of instrument; (ii) each type of
transaction; (iii) each date; and (iv) each place where
transactions have been conducted
a)
Description of the financial instrument,
type ofinstrument
Identification code
Options to subscribe for new ordinary share of no par value
CA6871961059
b) Nature of the transaction Grant of options c)
Price(s) and volumes(s)
Volume(s)115,000
Price(s)CAD$0.11
d) Aggregated information N/A – single transaction e)
Date of the transaction 23 October 2018 f) Place of the
transaction Outside of trading venue
1 Details of
the person discharging managerial responsibilities / person closely
associated a) Name Robert Schafer
2
Reason for notification a) Position / Status Director
b) Initial Notification/Amendment Amendment
3
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor a) Name
Orosur Mining Inc, b) LEI N/A
4 Details of
the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and
(iv) each place where transactions have been conducted a)
Description of the financial instrument,
type ofinstrument
Identification code
Options to subscribe for new ordinary
share of no par value
CA6871961059
b) Nature of the transaction Grant of options c)
Price(s) and volumes(s)
Volume(s)200,000
Price(s)CAD$0.11
d) Aggregated information N/A – single transaction e)
Date of the transaction 23 October 2018 f) Place of the
transaction Outside of trading venue
1 Details of
the person discharging managerial responsibilities / person closely
associated a) Name H.D. Lee
2 Reason
for notification a) Position / Status Director b)
Initial Notification/Amendment Amendment
3
Details of the issuer, emission
allowance market participant, auction platform, auctioneer or
auction monitor
a) Name Orosur Mining Inc, b) LEI N/A
4
Details of the transaction(s): section
to be repeated for (i) each type of instrument; (ii) each type of
transaction; (iii) each date; and (iv) each place where
transactions have been conducted
a)
Description of the financial instrument,
type ofinstrument
Identification code
Options to subscribe for new ordinary
share of no par value and new ordinary shares of no parvalue
CA6871961059
b) Nature of the transaction Grant of options c)
Price(s) and volumes(s)
Volume(s)Options
Volume(s)100,000
Price(s)CAD$0.11
d) Aggregated information N/A – single transaction e)
Date of the transaction 23 October 2018 f) Place of the
transaction Outside of trading venue
1 Details of
the person discharging managerial responsibilities / person closely
associated a) Name Ignacio Salazar
2
Reason for notification a) Position / Status CEO
& Director b) Initial Notification/Amendment Amendment
3 Details of the issuer, emission allowance market
participant, auction platform, auctioneer or auction monitor a)
Name Orosur Mining Inc, b) LEI N/A
4
Details of the transaction(s): section
to be repeated for (i) each type of instrument; (ii) each type of
transaction; (iii) each date; and (iv) each place where
transactions have been conducted
a)
Description of the financial instrument,
type ofinstrument
Identification code
Options to subscribe for new ordinary
share of no par value
CA6871961059
b) Nature of the transaction Grant of options c)
Price(s) and volumes(s)
Volume(s)200,000
Price(s)CAD$0.11
d) Aggregated information N/A – single transaction e)
Date of the transaction 23 October 2018 f) Place of the
transaction Outside of trading venue
1 Details of
the person discharging managerial responsibilities / person closely
associated a) Name Alejandra Lopez
2
Reason for notification a) Position / Status CFO b)
Initial Notification/Amendment Amendment
3
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor a) Name
Orosur Mining Inc, b) LEI N/A
4 Details of
the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and
(iv) each place where transactions have been conducted a)
Description of the financial instrument, type of instrument
Identification code
Options to subscribe for new ordinary share of no par value
CA6871961059
b) Nature of the transaction Grant of options c)
Price(s) and volumes(s)
Volume(s)150,000
Price(s)CAD$0.11
d) Aggregated information N/A – single transaction e)
Date of the transaction 23 October 2018 f) Place of the
transaction Outside of trading venue
1 Details of
the person discharging managerial responsibilities / person closely
associated a) Name Ryan Cohen
2 Reason
for notification a) Position / Status VP, Corporate
Development & Corporate Secretary b) Initial
Notification/Amendment Amendment
3 Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor a) Name Orosur Mining Inc,
b) LEI N/A
4 Details of the transaction(s):
section to be repeated for (i) each type of instrument; (ii) each
type of transaction; (iii) each date; and (iv) each place where
transactions have been conducted a) Description of the
financial instrument, type of instrument
Identification code
Options to subscribe for new ordinary share of no par value and new
ordinary shares of no par value
CA6871961059
b) Nature of the transaction Grant of options c)
Price(s) and volumes(s)
Volume(s)
Options
Volume(s)110,000Price(s)CAD$0.11
d) Aggregated information N/A – single transaction e)
Date of the transaction 23 October 2018 f) Place of the
transaction Outside of trading venue
View source
version on businesswire.com: https://www.businesswire.com/news/home/20181025006127/en/
Orosur Mining IncIgnacio Salazar, Chief Executive
OfficerRyan Cohen, VP Corporate Developmentinfo@orosur.caTel:
+1-778-373-0100orCantor Fitzgerald Europe – Nomad & Joint
BrokerDavid Porter/Keith DowsingTel: +44 (0) 20 7894
7000orNumis Securities Limited – Joint BrokerJohn Prior /
James Black / Paul GillamTel: +44 (0) 20 7260 1000
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