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TORONTO, Oct. 11, 2012 /CNW/ - Temex Resources Corp. (TSX Venture: TME, Frankfurt: TQ1) ("Temex" or the "Company") is pleased to announce the closing of its previously announced brokered private placement offering led by Stifel Nicolaus Canada Inc. and including M Partners Inc., Casimir Capital Ltd., and MGI Securities Inc. (collectively, the "Agents") (see the Company's news release dated September 21, 2012) (the "Brokered Offering"), pursuant to which an aggregate of 22,670,000 units (each, a "Unit") were sold at a price of $0.28 per Unit and an aggregate of 6,250,000 "flow-through" shares (each, a "FT Share") were sold at a price of $0.32 per FT Share, raising gross proceeds of approximately $8.30 milion. Each Unit consists of one common share and one-half of one common share purchase warrant. Each whole common share purchase warrant entitles the holder to purchase one common share of the Company at a price of $0.40 for a 24-month period. 4,820,000 of the Units were sold under the Agent's over-allotment option, which was exercised in full.
The Company also closed a non-brokered private placement (the "Non-Brokered Financing"), pursuant to which an aggregate of 1,217,860 Units were sold and an aggregate of 803,125 FT Shares were sold, in each case at the same price as the Brokered Offering, raising gross proceeds of approximately $598,000.
The aggregate gross proceeds raised from the sale of the FT Shares under the Brokered Offering and the Non-Brokered Financing (collectively, the "Offerings") will be used by the Company to incur exploration expenditures on its precious metals properties. The net proceeds raised from the sale of the Units under the Offerings are expected to be used for exploration and working capital purposes.
An institutional investor (owning more than 10% of the outstanding common shares of Temex prior to the Offerings) subscribed for an aggregate of 7,100,000 Units and 2,656,250 FT Shares pursuant to the Brokered Offering. Certain officers and directors of the Company participated in the Offerings and acquired an aggregate of 240,000 Units. The participation of each such person in the Offerings constitutes a "related party transaction" under Multilateral Instrument 61-101, which is exempt from the minority approval and valuation requirements under such Instrument.
The Agents were paid a cash commission equal to 6% of the gross proceeds of the Brokered Offering, less the proceeds raised pursuant to subscriptions by persons involved with, or introduced to the Brokered Offering by management of, the Company. The Agents were also issued an aggregate of 1,717,425 non-assignable warrants of the Company (each, a "Broker Warrant"). Each Broker Warrant entitles the holder thereof to acquire one Unit of the Company at a price of $0.28 until October 11, 2014. In addition, the Company has paid an aggregate cash finder's fee of $11,760 and has issued an aggregate of 37,500 non-assignable finder warrants of the Company (each, a "Finder Warrant") in connection with the Non-Brokered Financing. Each Finder Warrant has the same terms as the Brokered Warrants.
The securities issued under the Offerings are subject to a hold period expiring on February 12, 2013.
On behalf of the Board of Directors,
President and CEO
About Temex Resources Corp.
Temex is a Canadian based exploration company focusing on its portfolio of precious metals properties in Northeastern Ontario, a world class mining district. Temex is exploring the Timmins Whitney Property, in partnership with Goldcorp, and the Juby Gold Project.
The Whitney Property has NI 43-101 compliant resources on the Upper Hallnor of 3.0 million tonnes at a grade of 2.44 g/t gold for 234,300 ounces of gold in the Measured category, 8.8 million tonnes at a grade of 1.97 g/t gold for 555,900 ounces of gold in the Indicated category, and 4.1 million tonnes at a grade of 1.82 g/t gold for 241,000 ounces of gold in the Inferred category, all at a cut-off grade of 0.30 g/t gold (Note 1).
The Juby Main Zone has NI 43-101 compliant resources of 22.3 million tonnes at a grade of 1.30 g/t gold for 934,645 ounces of gold in the Indicated category and 28.2 million tonnes at a grade of 1.00 g/t gold for 905,621 ounces of gold in the Inferred category, both at a cut-off grade of 0.40 g/t gold (Note 2).
Temex also has a NI 43-101 compliant resource for tailings material on its Gowganda Silver Project. The tailings piles contain a NI 43-101 compliant resource of 1.94 million tonnes grading 47.5 g/t silver for a contained resource of 2.96 million ounces of silver in the Indicated category (note 3).
- Information regarding the mineral resource estimate on the Upper Hallnor is in the Company's news release dated September 5, 2012; the technical report will be filed on SEDAR within 45 days of this date. The Mineral Resource Statement was prepared for Temex by P&E Mining Consultants Inc. of Brampton, Ontario in accordance with NI 43-101 by Eugene Puritch, P.Eng., Yungang Wu, P.Geo., and Antoine Yassa, P.Geo., "independent qualified persons" as defined by NI 43-101.
- Information regarding the mineral resource estimate on the Juby Main Zone is in the Company's news release dated January 16, 2012 and the technical report filed on SEDAR February 28, 2012. The Mineral Resource Statement was prepared for Temex by GeoVector Management Inc., Ottawa, Ontario in accordance with NI 43-101 by Joe Campbell, BSc, P.Geo., Alan Sexton, MSc, P.Geol., and Allan Armitage, PhD, P.Geol., "independent qualified persons" as defined by NI 43-101.
- Information regarding the mineral resource estimate in the tailings piles located on the Gowganda Silver Project is in the Company's news release dated June 8, 2011 and the technical report filed on SEDAR July 21, 2011. The Mineral Resource Statement was prepared for Temex by GeoVector Management Inc., Ottawa, Ontario in accordance with NI 43-101 by Allan Armitage, PhD, P.Geol., Alan Sexton, MSc, P.Geo., and Joe Campbell, BSc, P.Geo., "independent qualified persons" as defined by NI 43-101.
This news release contains forward-looking information which is not comprised of historical facts. Forward-looking information involves risks, uncertainties and other factors that could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward looking information in this news release includes, but is not limited to, the Company's anticipated use of proceeds from the Offerings. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, failure to obtain TSX Venture Exchange approval of the Offerings, general business and economic uncertainties, future mineral prices and adverse market conditions, as well as those risks set out in the Company's public documents filed on SEDAR. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, 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 release.
SOURCE: Temex Resources Corp.
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