Western Exploration Inc. (TSXV: WEX; OTCQX: WEXPF) (the
"Company" or "Western Exploration") is pleased to
announce that it has closed the previously announced non-brokered
private placement of units (the "Units") in the capital of
the Company (the "Offering").
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
(each, a "Share") and one variable voting share purchase
warrant of the Company (each whole variable voting share purchase
warrant, a "Warrant"). Each Warrant will entitle the holder
to purchase one variable voting share of the Company (each, a
"Warrant Share") 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 (the "Closing Date"), 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 a "Finder's Warrant"). 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
Note: (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 ("MI 61-101"). 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. Additional information regarding Western
Exploration and the Aura Project can be found on the Company's
website and on SEDAR+ (www.sedarplus.ca) under the Company's issuer
profile.
Cautionary Note Regarding Forward‐Looking Information
Certain statements contained in this news release may be deemed
"forward‐looking statements" within the meaning of applicable
Canadian and U.S. securities laws. These forward‐looking
statements, by their nature, require Western Exploration to make
certain assumptions and necessarily involve known and unknown risks
and uncertainties that could cause actual results to differ
materially from those expressed or implied in these forward‐looking
statements. Forward‐looking statements are not guarantees of
performance. Words such as "may", "will", "would", "could",
"expect", "believe", "plan", "anticipate", "intend", "estimate",
"continue", or the negative or comparable terminology, as well as
terms usually used in the future and the conditional, are intended
to identify forward‐looking statements. This forward‐looking
information is based on reasonable assumptions and estimates of
management of the Company at the time such assumptions and
estimates were made, and involves known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially
different from any future results, performance or achievement
expressed or implied by such forward‐looking information. Such
factors include, among others, risks relating to the completion of
the final approval of the TSX Venture Exchange, the use of the net
proceeds of the Offering, ability of exploration activities
(including drilling results), to accurately predict mineralization;
errors in management's geological modelling; the ability of Western
Exploration to complete further exploration activities, including
drilling; to obtain additional financing for exploration or
development activities on favorable terms; to continue operations
and to expand operations; to identify additional resources and
reserves and to exploit such resources and reserves on an economic
basis; to main Western Exploration's property interests in the Aura
Project; the results of exploration activities; risks relating to
mining activities; the global economic climate; metal prices;
environmental risks; community and non‐governmental actions; the
ability to obtain the TSX Venture Exchange's final acceptance of
the Offering. Although the forward‐looking information contained in
this news release is based upon what management believes, or
believed at the time, to be reasonable assumptions, Western
Exploration cannot assure shareholders and prospective purchasers
of securities of the Company that actual results will be consistent
with such forward‐looking information, as there may be other
factors that cause results not to be as anticipated, estimated or
intended, and neither Western Exploration nor any other person
assumes responsibility for the accuracy and completeness of any
such forward‐looking information. Further, Western Exploration does
not undertake, and assumes no obligation, to update or revise any
such forward‐looking statements or forward‐looking information
contained herein to reflect new events or circumstances, except as
may be required by law.
For additional information with respect to these and other
factors and assumptions underlying the forward‐looking statements
made in this news release concerning Western Exploration, see the
management information circular dated November 12, 2021 and the
Company's most recent annual and interim financial statements and
related management's discussion and analysis, which are available
electronically under Western Exploration's issuer profile on SEDAR+
(www.sedarplus.ca). The forward‐looking statements set forth herein
concerning Western Exploration reflect management's expectations as
at the date of this news release and are subject to change after
such date. Western Exploration disclaims any intention or
obligation to update or revise any forward‐looking statements,
whether as a result of new information, future events or otherwise,
other than as required by law.
Neither the 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 news release. No stock exchange, securities
commission or other regulatory authority has approved or
disapproved the information contained herein.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240328127245/en/
Darcy Marud Chief Executive Officer Telephone: (775) 329‐8119
Email: dmarud@westernexploration.com
Nichole Cowles Investor Relations Telephone: (775) 240‐4172
Email: nicholecowles@westernexploration.com
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