/NOT FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES OR DISSEMINATION IN
THE UNITED STATES/
TORONTO, Oct. 10, 2012 /CNW/ - Oremex Silver Inc. (TSXV: OAG) (OTCQX: ORAGF) (FRANKFURT: OSI) (the "Company") announced that on October 9, 2012 it closed the convertible debenture
portion of the non-brokered private placement (the "Debenture Private Placement") previously disclosed by the Company on September 7, 2012. The
Debenture Private Placement raised gross proceeds of $727,500 through the issue of
72.75 units of the Company (the "Debenture Units"), each Debenture Unit consisting of $10,000 principal amount of convertible debentures of
the Company (the "Debentures") and 100,000 common share purchase warrants ("Warrants"), at a purchase price of $10,000 per Debenture Unit. Each Warrant is
exercisable into one common share of the Company (a "Share") at a price of $0.10 per Share, expiring in five (5) years from the
date of issue.
The Debentures are convertible into Shares at a price of $0.10 per Share
and mature in five (5) years from the date of issue. The Debentures
bear interest at a rate of 16% per year; 8% is payable in cash and, at
the option of the Company, 8% is payable in Shares. On or after 30
months from the date of issue of the Debentures, or a sale by the
Company of all or substantially all of its assets, or upon a change of
control, merger, consolidation or other fundamental transaction of
liquidation of the Company, the holders of Debentures shall have the
right to redeem the Debentures at a redemption price equal to 150% of
the outstanding principal amount of the Debentures, plus any accrued
and unpaid interest; provided that upon such redemption, the holder
shall voluntarily tender to the Company for cancellation 10 Shares for
each dollar of Debenture principal redeemed. The holders of Debentures
shall be forced to convert the Debentures in the event that the closing
price of the Shares on the TSX Venture Exchange exceeds $0.35 for one
hundred twenty (120) consecutive trading days.
The Company has also granted to the investors an option (the "Option") to invest in a minimum of $250,000 and up to a maximum of $2,000,000
of additional convertible debentures of the Company ("Additional Debentures"), having substantially the same terms and conditions as the
Debentures, including the same maturity date and interest rate. The
Option expires on October 9, 2017. Upon the due exercise of the Option
in accordance with its terms, the Company shall grant to investors who
exercise the Option a proportionate interest in a 1.5% net smelter
royalty over production from the Company's Tejamen and Chalchuites
properties, subject to a maximum royalty payment and indexed to
inflation.
The obligations of the Company under the Debentures and the Option will
be guaranteed by the Company's Mexican subsidiary, Minera Mantos S. de
R.L. de C.V., which guarantee will be secured by a pledge of the mining
concessions, including the Company's Tejamen and Chalchuites
properties, as well as other personal property. In the event of
enforcement on security, the holders of Debentures are entitled to
retain 280% of the outstanding principal amount of the Debentures upon
disposition of the secured assets.
In connection with the Debenture Private Placement, the Company will pay a finder's fee consisting of
250,000 Shares.
All securities issued under the Debenture Private Placement are subject to a four-month hold period, in addition
to such other restrictions as may apply under applicable securities
laws in jurisdictions outside of Canada. The closing of the Debenture Private Placement remains subject to the final approval of the TSX
Venture Exchange.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy any of the company's securities in the United
States. The securities have not been and will not be registered under
the United States Securities Act of 1933, as amended (the 1933 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 1933 Act
and applicable state securities laws, or an exemption from such
registration is available.
About Oremex Silver Inc.
Oremex Silver Inc. is a Canadian company focusing on the exploration and
development of silver projects along the highly productive mineralized
belt in Mexico. The Company has a portfolio of silver projects
including a mineral resource of 50.8 million ounces of silver at its
Tejamen deposit. The Company's projects are located in mining-friendly
jurisdictions and the Management Team has successful track record of
mine building in Mexico.
Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this news release may constitute
forward-looking information, (collectively "forward-looking
information") within the meaning of Canadian securities laws.
Forward-looking information may relate to this news release and other
matters identified in Oremex Silvers' public filings, anticipated
events or results and can be identified by terminology such as "may",
"will", "could", "should", "expect", "plan", "anticipate", "believe",
"intend", "estimate", "projects", "predict", "potential", "continue" or
other similar expressions concerning matters that are not historical
facts and include, but are not limited in any manner to, those with
respect to capital and operating expenditures, economic conditions,
availability of sufficient financing, receipt of approvals,
satisfaction of closing conditions and any and all other timing,
development, operational, financial, economic, legal, regulatory and/or
political factors that may influence future events or conditions. Such
forward-looking statements are based on a number of material factors
and assumptions, including, but not limited in any manner, those
disclosed in any other public filings of Oremex Silver, and include the
ultimate availability and final receipt of required approvals,
sufficient working capital for development and operations, access to
adequate services and supplies, availability of markets for products,
commodity prices, foreign currency exchange rates, interest rates,
access to capital markets and other sources of financing and associated
cost of funds, availability of a qualified work force, availability of
manufacturing equipment, no material changes to the tax and regulatory
regime and the ultimate ability to execute its business plan on
economically favourable terms. While we consider these assumptions to
be reasonable based on information currently available to us, they may
prove to be incorrect. Actual results may vary from such
forward-looking information for a variety of reasons, including but not
limited to risks and uncertainties disclosed in other Oremex
Silver filings at www.sedar.com and other unforeseen events or circumstances. Other than as required by
law, Oremex Silver does not intend, and undertakes no obligation, to
update any forward looking information to reflect, among other things,
new information or future events.
Neither the TSX Venture nor its Regulation Service Provider (as that
term is defined in the policies of the TSX Venture) accepts
responsibility for the adequacy or accuracy of this release.