ATEX Announces Closing of Private Placement with New Director

Rhea-AI Summary

ATEX Resources announced the closing of a private placement where 337,837 common shares were issued at $1.48 each to newly appointed board member Chris Beer. The placement raised approximately C$500,000, aimed at funding the Valeriano Copper Gold Project and general working capital. This transaction is considered a related party deal under MI 61-101 but is exempt from formal valuation and minority approval requirements. The issued shares are subject to a statutory hold period of four months and one day.

CEO Ben Pullinger expressed confidence in the placement, highlighting the importance of Mr. Beer's alignment with existing shareholders and the positive impact on the Valeriano Project.

Positive

• Raised approximately C$500,000 for future exploration and working capital.
• New board member Chris Beer purchased shares, showing confidence in the company.
• The Valeriano Copper Gold Project receives a boost in funding.
• Successful completion of related party transaction without need for formal valuation or minority approval due to exemptions.
• CEO's positive remarks on the confidence boost and successful Phase IV drill program.

Negative

• The placement involved a related party transaction, potentially raising governance concerns.
• Shares are subject to a hold period, limiting immediate liquidity.
• Material change report filed less than 21 days prior could be seen as lacking transparency.

Toronto, Ontario--(Newsfile Corp. - June 13, 2024) - ATEX Resources Inc. (TSXV: ATX) ("ATEX" or the "Company") is pleased to announce the closing of the private placement (the "Placement"), previously disclosed in the press release dated June 3, 2024. The Placement involved the issuance of 337,837 common shares, priced at $1.48 to Chris Beer, a recently appointed ATEX board member. Gross proceeds of the raise total approximately C$500,000 and will be used to fund future exploration activities at the Valeriano Copper Gold Project and for general working capital.

Ben Pullinger, President and CEO of ATEX, commented, "We are thrilled by and grateful for the confidence Mr. Beer is placing in ATEX by joining our board and simultaneously aligning himself with existing shareholders through the successful completion of the Placement. This validates and bolsters the team's confidence and enthusiasm for the Valeriano Project, especially on the back of a record setting and successful Phase IV drill program."

The Placement is considered a related party transaction subject to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as Mr. Beer, a director of the Company, was the only purchaser thereunder. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that participation in the Placement by Mr. Beer did not exceed 25% of the fair market value of the Company's market capitalization. The Company will file a material change report in respect of the Placement, however, the material change report will be filed less than 21 days prior to the closing of the Placement consistent with market best practice and the Company deems reasonable in the circumstances.

The common shares issued pursuant to the Placement are subject to a statutory hold period under applicable Canadian securities laws and a TSX Venture Exchange hold period, expiring four months and one day from today's closing of the Placement.

About ATEX

ATEX is exploring the Valeriano Copper Gold Project which is located within the emerging copper gold porphyry mineral belt linking the prolific El Indio High-Sulphidation Belt to the south with the Maricunga Gold Porphyry Belt to the north. This emerging belt, informally referred to as the Link Belt, hosts several copper gold porphyry deposits at various stages of development including, Filo del Sol (Filo Mining), Josemaria (Lundin Mining), Los Helados (NGEX Minerals/JX Nippon), La Fortuna (Teck Resources/Newmont) and El Encierro (Antofagasta/Barrick Gold).

Valeriano hosts a large copper gold porphyry resource: 1.41 billion tonnes at 0.67% CuEq (0.50% Cu, 0.20 g/t Au, 0.96 g/t Ag and 63.80 g/t Mo), which includes a higher-grade core totaling 200 million tonnes at 0.84% CuEq (0.62% Cu, 0.29 g/t Au 1.25 g/t Ag and 55.7 g/t Mo), reported in September 2023¹.

For further information, please contact:

Ben Pullinger,
President and CEO
Email: bpullinger@atexresources.com

Aman Atwal,
Vice President, Business Development and Investor Relations
Email: aatwal@atexresources.com

1-647-287-3778
or visit ATEX's website at www.atexresources.com

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS:

This news release contains forward-looking statements, including predictions, projections, and forecasts. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "planning", "expects" or "does not expect", "continues", "scheduled", "estimates", "forecasts", "intends", "potential", "anticipates", "does not anticipate", or describes a "goal", or variation of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, future events, conditions, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, prediction, projection, forecast, performance or achievements expressed or implied by the forward-looking statements.

Such forward-looking statements include, among others: use of proceeds from the Placement; filing of a material change report in respect of the Placement; plans for the evaluation of exploration properties including the Valeriano Copper Gold Project; the success of evaluation plans; the success of exploration activities especially to the significant expansion of the high-grade corridor; mine development prospects; potential for future metals production; changes in economic parameters and assumptions; timing of receipt of exploration results; the interpretation and actual results of current exploration activities and mineralization; changes in project parameters as plans continue to be refined; the results of regulatory and permitting processes; future metals price; possible variations in grade or recovery rates; failure of equipment or processes to operate as anticipated; labour disputes and other risks of the mining industry; the results of economic and technical studies; delays in obtaining governmental and local approvals or financing or in the completion of exploration; timing of assay results; as well as those factors disclosed in ATEX's publicly filed documents.

Although ATEX has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

Neither the TSX Venture Exchange nor its regulation services provider has reviewed or accepts
responsibility for the adequacy or accuracy of the content of this news release.

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¹ Please see NI 43-101 technical report titled "Independent Technical Report for the Valeriano Copper-Gold Project, Atacama Region, Chile" by Joled Nur, CCCRRM-Chile, and David Hopper, CGeol, with an effective date of September 1, 2023, available at www.sedarplus.com and www.atexresources.com for additional details on the 2023 Mineral Resource Estimate for the Valeriano project.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/212914

FAQ

What was the purpose of ATEX Resources' private placement on June 13, 2024?

The private placement aimed to raise funds for the Valeriano Copper Gold Project and general working capital.

How much did ATEX Resources raise from the private placement?

ATEX Resources raised approximately C$500,000.

Who participated in the private placement announced by ATEX Resources?

Chris Beer, a newly appointed board member, was the sole participant.

What is the share price set in ATEX Resources' private placement?

The share price was set at $1.48 per share.

Are there any hold periods for the shares issued in ATEX Resources' private placement?

Yes, the shares are subject to a statutory hold period of four months and one day.