REG - Orosur Mining Inc - Share Placing

Orosur MiningAnnouncement

19/12/2024 07:00

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RNS Number : 6862Q  Orosur Mining Inc  19 December 2024

 

 

 

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Orosur Mining Inc - Share Placing

 

London, 19 December 2024. Orosur Mining Inc. ("Orosur" or the "Company")
(TSX-V/AIM:OMI), announces that it has raised the sum of £1.25 million
(before expenses) through a placing (the "Placing") of 18,939,394 new common
shares of no par value ("Placing Shares" or "New Common Shares") at a price of
6.6 pence per Placing Share ("Placing Price"). Completion of the Placing is
subject, amongst other things, to admission of the New Common Shares to
trading on AIM ("Admission"), and review and acceptance by the TSX-V.

 

The Company held cash of US$500,000 (approximately £397,000) as at 18
December 2024, and the additional funds will be used largely to progress the
Company's Anzá exploration project in Colombia. Work at Anzá will include
further drilling at the Pepas prospect, mineral resource review work at APTA
and more detailed sampling and mapping at El Cedro and El Roble.

 

Details of the Placing

 

The Placing Price represents a discount of approximately 25 per cent. to the
closing mid-market price of the common shares on 18 December 2024, being the
last trading day prior to the release of this announcement of the Placing, on
both the AIM market and on the TSX-V.

 

The Placing Shares will, when issued, represent approximately 8.0 per cent of
the existing common shares and will represent approximately 7.4 per cent. of
the enlarged share capital of the Company.

 

The Placing was undertaken by Turner Pope Investments (TPI) Ltd ("Turner Pope"
or "TPI"), the Company's Joint Broker.

Placing Agreement, Admission and Total Voting Rights

The Company and Turner Pope have entered into a placing agreement ("Placing
Agreement") pursuant to which Turner Pope agreed to use its reasonable
endeavours to procure placees pursuant to the Placing. The Placing Agreement
contains certain warranties and indemnities given by the Company in favour of
Turner Pope. It also contains provisions entitling Turner Pope to terminate
the Placing Agreement prior to Admission if, among other things, a breach of
any of the warranties occurs.

Completion of the Placing is subject, amongst other things, to the 18,939,394
New Common Shares being admitted to trading on AIM and is also conditional
upon the Placing Agreement becoming unconditional in all respects and not
being terminated in accordance with its terms. Application will be made for
Admission. It is expected that Admission will become effective at 8.00am (GMT)
on or around 30 December 2024.

Following the issue of the 18,939,394 New Common Shares, which on Admission
will rank pari passu with the existing common shares, the total number of
common shares in issue with voting rights in the Company will be 255,459,097.

The above figure of 255,459,097 common shares may therefore be used by
shareholders as the denominator for the calculation by which they may
determine if they are required to notify their interest in, or a change to
their interest in, the Company under the FCA's Disclosure Guidance and
Transparency Rules.

The Placing Price of 6.6 pence translates to 12.0 Canadian cents at the
exchange rate of GBP1=CAD$1.82. No finder's fees have been paid as part of the
placing.

 

Broker Warrants

 

In connection with the Placing, TPI will be issued with 1,893,939 broker
warrants ("Broker Warrants"), the principal terms of which are as follows:

 

a) TPI will have the right at any time prior to 18 December 2029, upon written
notice, to subscribe for new common shares on the basis of one new common
share for each Broker Warrant held, at US$0.0832 (6.6 pence) per new common
share;

 

b) the Broker Warrants will not be listed or admitted to trading on any
exchange, including without limitation AIM or TSX-V; and

 

c) the subscription rights under the Broker Warrants will be subject to
adjustment in the event of various corporate actions affecting the share
capital of the Company.

 

 

Orosur CEO Brad George commented:

 

"The funds raised will be used principally to extend our drilling campaign in
Pepas which has, to date, produced positive results, and will help us to
better understand what we have at Pepas. We will also do further work on the
potential resource at APTA".

 

 

For further information, visit www.orosur.ca (http://www.orosur.ca) , follow
on X @orosurm or please contact:

 

Orosur Mining Inc

Louis Castro, Chairman,

Brad George, CEO

info@orosur.ca

Tel: +1 (778) 373-0100

 

SP Angel Corporate Finance LLP - Nomad & Broker

Jeff Keating / Caroline Rowe

Tel: +44 (0) 20 3 470 0470

 

Turner Pope Investments (TPI) Ltd - Joint Broker

Andy Thacker/James Pope

Tel: +44 (0)20 3657 0050

 

Flagstaff Communications

Tim Thompson

Mark Edwards

Fergus Mellon

orosur@flagstaffcomms.com (mailto:orosur@flagstaffcomms.com)
              Tel: +44 (0)207 129 1474

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 ('MAR') which has been incorporated into UK law by the
European Union (Withdrawal) Act 2018. Upon the publication of this
announcement via Regulatory Information Service ('RIS'), this inside
information is now considered to be in the public domain.

 

Neither TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.

 

 

About Orosur Mining Inc.

 

Orosur Mining Inc. (TSXV: OMI; AIM: OMI) is a minerals explorer and developer
currently operating in Colombia, Argentina and Nigeria.

 

 

About the Anzá Project

Anzá is a gold exploration project, comprising three exploration licences,
four exploration licence applications, and several small exploitation permits,
totalling 176km2 in the prolific Mid-Cauca belt of Colombia. Post the
acquisition of Minera Monte Aguila S.A.S, the area of the Project has
increased substantially to approximately 380km2 due to the acquisition of a
number of additional applications that were owned by Minera Monte Aguila
S.A.S.

 

The Anzá Project is currently wholly owned by Orosur via its subsidiaries,
Minera Anzá S.A. and Minera Monte Aquila S.A.S.

 

The project is located 50km west of Medellin and is easily accessible by
all-weather roads and boasts excellent infrastructure including water, power,
communications and large exploration camp.

 

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 continuing focus
on the Pepas prospect, the exploration plans in Colombia and the funding of
those plans, and other events or conditions that may occur in the future.
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. Such statements are subject to
significant risks and uncertainties including, but not limited to those
described in the Section "Risks Factors" of the Company's MD&A for the
year ended May 31, 2024. The Company's continuance as a going concern is
dependent upon its ability to obtain adequate financing, to reach profitable
levels of operations and to reach a satisfactory closure of the Creditor´s
Agreement in Uruguay. 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. 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.

 

 

 

 

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