Robex Resources Inc. (TSXV: RBX) (“
Robex” or the
“
Company”) is pleased to announce that it has
closed its previously announced “best efforts” public offering of
16,585,400 common shares of the Company (each, a
“
Common Share”) at a price of $2.05 per Common
Share for gross proceeds of $34,000,070 (the
“
Offering”). All currency amounts in this news
release are stated in Canadian dollars, unless otherwise indicated.
The Offering was led by SCP Resource Finance LP,
as bookrunner and agent (the “Agent”). The number
of Common Shares sold and gross proceeds realized by the Company
have been adjusted to reflect the exercise by the Agent of a
portion of the over-allotment option granted to the Agent to
purchase from the treasury of the Company (the
“Over-Allotment Option”).
Following the closing of the Offering, the
Company is well placed to continue to advance construction,
engineering and the procurement of long-lead items for its flagship
Kiniero Gold Project, in Guinea, which is targeting first gold pour
in Q4 2025.
Matthew Wilcox, Managing Director and
Chief Executive Officer: “This equity raise will allow
Robex to move forward with the Kiniero construction which is
accelerating towards a gold pour later this year. Kiniero will be a
transformative project for the Company, and I look forward to
seeing it commissioned.”
The Offering was completed under a prospectus
supplement dated January 23, 2025 (the
“Supplement”) to the Company’s short form base
shelf prospectus dated July 20, 2023 (the “Base Shelf
Prospectus”). The Supplement has been filed with the
securities regulatory authorities in each of the provinces and
territories of Canada. The Common Shares were also offered by way
of private placement in the United States in accordance with all
applicable laws. The Supplement, the Base Shelf Prospectus and the
Agency Agreement (as hereinafter defined) are available under the
Company’s profile on SEDAR+ at www.sedarplus.ca.
The Offering has received conditional TSX
Venture Exchange (“TSXV”) acceptance, and final
approval of the TSXV is subject to receipt by the TSXV of customary
closing materials.
The Company intends to mainly use the net
proceeds from the Offering for the Kiniero Gold Project, in Guinea,
to (i) advance the construction and engineering, and (ii) to
continue the procurement of long lead items in line with the
Company’s schedule for Q4 first gold pour. The remaining funds will
be used for general and administrative as well as working capital,
the whole as disclosed in the Supplement.
Pursuant to the terms of an agency agreement
dated January 23, 2025 between the Company and the Agent (the
“Agency Agreement”), in consideration of the
services rendered by the Agent in connection with the Offering, the
Company has paid the Agent a cash commission in the amount of
$2,040,004.20 equal to 6.0% of the gross proceeds of the Offering,
as adjusted to reflect the exercise in full by the Agent of the
Over-Allotment Option.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy nor shall there be any
sale of any of the Common Shares, in any jurisdiction in which such
offer, solicitation or sale would be unlawful, including in the
United States of America. Such 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, or for account or benefit of, U.S. Persons (as
defined in Regulation S under the 1933 Act) unless registered under
the 1933 Act and applicable state securities laws, or an exemption
from such registration requirements is available.
About Robex Resources Inc.
Robex is a multi-jurisdictional West African
gold production and development company with near-term exploration
potential. The Company is dedicated to safe, diverse and
responsible operations in the countries in which it operates with a
goal to foster sustainable growth. The Company has been operating
the Nampala mine in Mali since 2017 and is advancing the Kiniero
Gold Project in Guinea.
Robex is supported by two strategic shareholders
and has the ambition to become one of the most important mid-tier
gold producers in West Africa.
For more
informationROBEX RESOURCES INC.
Matthew Wilcox, Managing Director and Chief
Executive OfficerAlain William, Chief Financial Officer+1 581
741-7421
Email:
investor@robexgold.com www.robexgold.com
FORWARD-LOOKING INFORMATION AND FORWARD-LOOKING
STATEMENTS
Certain information set forth in this news
release contains “forward‐looking statements” and “forward‐looking
information” within the meaning of applicable Canadian securities
legislation (referred to herein as
“forward‐looking
statements”). Forward-looking statements are included to
provide information about the Company’s management’s
(“Management’s”) current expectations and plans
that allow investors and others to have a better understanding of
the Company’s business plans and financial performance and
condition.
Statements made in this news release that
describe the Company’s or Management’s estimates, expectations,
forecasts, objectives, predictions, projections of the future or
strategies may be “forward-looking statements”, and can be
identified by the use of the conditional or forward-looking
terminology such as “aim”, “anticipate”, “assume”, “believe”,
“can”, “contemplate”, “continue”, “could”, “estimate”, “expect”,
“forecast”, “future”, “guidance”, “guide”, “indication”, “intend”,
“intention”, “likely”, “may”, “might”, “objective”, “opportunity”,
“outlook”, “plan”, “potential”, “should”, “strategy”, “target”,
“will” or “would” or the negative thereof or other variations
thereon. Forward-looking statements also include any other
statements that do not refer to historical facts. Such statements
may include, but are not limited to, statements regarding:
obtaining the final acceptance of the Offering by the TSXV and the
timing thereof; the listing of the Common Shares on the TSXV; the
timing of the first gold pour at the Company’s Kiniero Gold
Project; and the intended use of the net proceeds of the
Offering.
Forward-looking statements and forward-looking
information are made based upon certain assumptions and other
important factors that, if untrue, could cause the actual results,
performance or achievements of the Company to be materially
different from future results, performance or achievements
expressed or implied by such statements or information. There can
be no assurance that such statements or information will prove to
be accurate. Such statements and information are based on numerous
assumptions, including: obtaining the final acceptance of the
Offering by the TSXV and the listing of the Common Shares on the
TSXV; the availability of the net proceeds of the Offering in time
for their intended use; the anticipated timing of the first gold
pour at the Company’s Kiniero Gold Project; and general economic
and financial conditions in Canada and the other jurisdictions
where the Company intends to distribute securities in connection
with the Offering.
Certain important factors could cause the
Company’s actual results, performance or achievements to differ
materially from those in the forward-looking statements including,
but not limited to: delays in obtaining the final acceptance of the
Offering by the TSXV and the listing of the Common Shares on the
TSXV; delays in the timing of the first gold pour at the Company’s
Kiniero Gold Project; instability in the general economic and
financial conditions in Canada and the other jurisdictions where
the Company intends to distribute securities in connection with the
Offering; fluctuations in currency exchange rates; volatility in
the market price of the Company’s shares; and changes in tax laws.
See also the “Risk Factors” section of the Company’s Annual
Information Form for the year ended December 31, 2023, available
under the Company’s profile on SEDAR+ at www.sedarplus.ca or on the
Company’s website at www.robexgold.com, for additional information
on risk factors that could cause results to differ materially from
forward-looking statements. All forward-looking statements
contained in this news release are expressly qualified by this
cautionary statement.
Although the Company believes its expectations
are based upon reasonable assumptions and has attempted to identify
important factors that could cause actual actions, events or
results to differ materially from those described in
forward-looking information, there may be other factors that cause
actions, events or results not to be as anticipated, estimated or
intended. These factors are not intended to represent a complete
and exhaustive list of the factors that could affect the Company;
however, they should be considered carefully. There can be no
assurance that forward-looking information will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such information.
The Company undertakes no obligation to update
forward-looking information if circumstances or Management’s
estimates, assumptions or opinions should change, except as
required by applicable law. The reader is cautioned not to place
undue reliance on forward-looking information. The forward-looking
information contained herein is presented for the purpose of
assisting investors in understanding the Company’s expected
financial and operational performance and results as at and for the
periods ended on the dates presented in the Company’s plans and
objectives, and may not be appropriate for other purposes.
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.
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