Western Exploration Inc. (TSXV: WEX; OTCQX: WEXPF) (the
"Company" or "Western Exploration") is pleased to
announce that it has closed its previously announced "best efforts"
private placement offering of an aggregate 2,937,332 units (the
"Units") at a price of $1.55 per Unit for aggregate gross
proceeds of $4,552,864.60 (the "Offering"). Each Unit
consists of one variable voting share of the Company and one-half
of one variable voting share purchase warrant of the Company (each
whole variable voting share purchase warrant, a "Unit
Warrant"), with each Unit Warrant entitling the holder thereof
to acquire one variable voting share of the Company (each, a
"Warrant Share") at a price of $2.15 per Warrant Share at
any time until June 14, 2026, subject to adjustment in certain
circumstances.
The Offering was completed pursuant to the terms of an agency
agreement dated June 14, 2023, among the Company and a syndicate of
agents (collectively, the "Agents").
The Company intends to use the net proceeds raised under the
Offering for exploration and development expenditures at the Aura
Project in Nevada, and for general corporate purposes.
In consideration for the services provided by the Agents in
connection with the Offering, the Company paid an aggregate cash
commission of $196,061.13 and issued an aggregate 126,839
non-transferable compensation options (the "Compensation
Options") to the Agents. Each Compensation Option is
exercisable to acquire one unit of the Company (each, a
"Compensation Option Unit") at a price of $1.55 per
Compensation Option Unit, until June 14, 2026. Each Compensation
Option Unit consists of one variable voting share of the Company
and one-half of one variable voting share purchase warrant of the
Company, each whole warrant entitling the holder to purchase one
variable voting share of the Company at a price of $2.15 per share
at any time until June 14, 2026. In addition, in consideration for
the provision of certain finder services to the Company in
connection with the Offering, the Company also paid an aggregate
cash finder's fee of $34,865,24 and issued an aggregate 22,493
finder's options (the "Finder's Options") to Kilcona Capital
Ltd. The Finder's Options were issued on substantially the same
terms as the Compensation Options.
In connection with the Offering, an aggregate 2,681,526 Units
were issued and sold pursuant to the "Listed Issuer Financing
Exemption" available under Part 5A of National Instrument 45-106 –
Prospectus Exemptions (the "LIFE Exemption"). A copy of the
offering document under the LIFE Exemption dated May 9, 2023 (the
"Offering Document") is available electronically on SEDAR
(www.sedar.com) under the Company's issuer profile. All Units
issued pursuant to the LIFE Exemption not subject to resale
restrictions in Canada in accordance with applicable Canadian
securities laws and the policies of the TSX Venture Exchange (the
"Exchange"). All other securities not issued pursuant to the
LIFE Exemption, including the Compensation Options and the Finder's
Options are subject to a statutory hold period in accordance with
applicable Canadian securities laws, expiring on October 15, 2023.
The Offering remains subject to the final acceptance of the
Exchange.
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.sedar.com) 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. Such forward-looking statements
include, but are not limited to, information in this news release
about the use of proceeds of the Offering, the timing and ability
of the Company, if at all, to obtain final acceptance of the
Offering from the Exchange and any other information herein that is
not a historical fact. 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,
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.
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
public disclosure documents (including the Offering Document),
available electronically under Western Exploration's issuer profile
on SEDAR (www.sedar.com). 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/20230614080940/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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