Orestone Mining Corp. (TSX Venture Exchange Symbol: ORS) (Frankfurt: O2R2) (the “Company”) is pleased to announce a non-brokered private placement consisting of up to 25,000,000 units (“Units”) at a price of $0.08 per Unit for aggregate gross proceeds of up to $2,000,000 (the “Offering”). Each Unit will consist of one common share of the Company and one common share purchase warrant (a “Warrant”). Each Warrant will be exercisable for one common share of the Company at a price of $0.16 for one year from the date of issuance.
The closing date will be on or about October 30, 2025 or such later date as the Company may determine. Closing will be subject to receipt of conditional approval by the TSX Venture Exchange (the “Exchange”). Subject to the approval of the Exchange and applicable laws, the Company may pay a cash fee of 7% of the proceeds of the Offering to certain arm’s length finders.
It is anticipated that certain directors, officers and other insiders of the Company will acquire Units under the Offering. Such participation will be considered to be “related party transactions” within the meaning of Exchange Policy 5.9 (“Policy 5.9”) and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”) adopted in Policy 5.9. The Company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party participation in the Offering as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves the related parties, is expected to exceed 25% of the Company’s market capitalization (as determined under MI 61-101).
The Company intends to use the net proceeds from the Offering: i) to further develop its Francisca property located in Salta Province, Argentina, ii) to further develop its Captain property located in the Province of British Columbia, Canada, and iii) for general administrative expenses and working capital purposes.
The securities referred to in this news release have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any applicable securities laws of any state of the United States, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act) or persons in the United States unless registered under the U.S. Securities Act and any other applicable securities laws of the United States or an exemption from such registration requirements is available. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of these securities within any jurisdiction, including the United States.
About Orestone
Orestone Mining Corp. is a Canadian based company with an internationally experienced management team. The Board of Directors and management team have experience in all aspects of the mining business having been involved in numerous corporate and project level successes. Orestone’s property portfolio includes exposure to gold, silver and copper on projects located in Canada and Argentina. Our near-term objective on the Francisca property, located in Salta, Argentina is to define an oxide gold deposit mineable by open pit methods. The Company’s 100 percent owned Captain gold-copper project, located in BC hosts a large gold dominate porphyry system that is permitted and drill ready. The projects are road accessible and suitable for exploration year-round.
To learn more about the company and to stay up to date on corporate developments go to our website at www.orestone.ca and sign up for our investor email updates or email us at info@orestone.ca.
ON BEHALF OF ORESTONE MINING CORP.
David Hottman
CEO
For further information contact: David Hottman at 604-629-1929 info@orestone.ca
