Orecap Portfolio Company American Eagle Gold Announces $29M Strategic Investment by South32
Orecap Invest Corp (TSXV: OCI, OTCQB: ORFDF) announces that its portfolio company American Eagle Gold has secured a $29.16M strategic investment from South32. The investment involves issuing 33,321,577 common shares at $0.875 per share, representing a 15% premium. Upon closing, South32 will hold a 19.9% stake in American Eagle, which will have approximately $37M in cash. The deal includes an Investor Rights Agreement granting South32 participation rights and board representation. Orecap owns 11.7 million shares of American Eagle, which also has Teck Resources as another strategic investor.
Orecap Invest Corp (TSXV: OCI, OTCQB: ORFDF) annuncia che la sua società in portafoglio American Eagle Gold ha ottenuto un investimento strategico di $29.16 milioni da South32. L'investimento prevede l'emissione di 33.321.577 azioni ordinarie a $0.875 per azione, che rappresentano un premio del 15%. Al termine dell'operazione, South32 deterrà una quota del 19.9% in American Eagle, che avrà circa $37 milioni in liquidità. L'accordo include un Accordo sui Diritti degli Investitori che concede a South32 diritti di partecipazione e rappresentanza nel consiglio. Orecap possiede 11,7 milioni di azioni di American Eagle, che ha anche Teck Resources come altro investitore strategico.
Orecap Invest Corp (TSXV: OCI, OTCQB: ORFDF) anuncia que su empresa de cartera American Eagle Gold ha asegurado una inversión estratégica de $29.16 millones de South32. La inversión implica la emisión de 33,321,577 acciones comunes a $0.875 por acción, representando una prima del 15%. Al cierre, South32 tendrá una participación del 19.9% en American Eagle, que tendrá aproximadamente $37 millones en efectivo. El acuerdo incluye un Acuerdo de Derechos de Inversor que otorga a South32 derechos de participación y representación en la junta. Orecap posee 11.7 millones de acciones de American Eagle, que también cuenta con Teck Resources como otro inversor estratégico.
Orecap Invest Corp (TSXV: OCI, OTCQB: ORFDF)는 포트폴리오 회사인 American Eagle Gold가 South32로부터 2,916만 달러의 전략적 투자를 확보했다고 발표했습니다. 이 투자에서는 주당 0.875달러로 33,321,577주의 보통주가 발행되며, 이는 15%의 프리미엄을 나타냅니다. 거래가 완료되면 South32는 American Eagle의 19.9% 지분을 보유하게 되며, 약 3,700만 달러의 현금을 보유하게 됩니다. 이 거래에는 South32에 참여 권리 및 이사회 대표를 부여하는 투자자 권리 계약이 포함되어 있습니다. Orecap은 American Eagle의 1,170만 주를 보유하고 있으며, Teck Resources는 또 다른 전략적 투자자로 있습니다.
Orecap Invest Corp (TSXV: OCI, OTCQB: ORFDF) annonce que sa société portefeuille American Eagle Gold a sécurisé un investissement stratégique de 29,16 millions de dollars de South32. L'investissement implique l'émission de 33 321 577 actions ordinaires à 0,875 $ par action, représentant une prime de 15 %. À la clôture, South32 détiendra une participation de 19,9 % dans American Eagle, qui disposera d'environ 37 millions de dollars en liquidités. L'accord comprend un accord sur les droits des investisseurs accordant à South32 des droits de participation et de représentation au conseil. Orecap possède 11,7 millions d'actions d'American Eagle, qui compte également Teck Resources comme autre investisseur stratégique.
Orecap Invest Corp (TSXV: OCI, OTCQB: ORFDF) gibt bekannt, dass das Portfolio-Unternehmen American Eagle Gold eine strategische Investition von 29,16 Millionen Dollar von South32 sichern konnte. Die Investition umfasst die Ausgabe von 33.321.577 Stammaktien zu je 0,875 Dollar, was einem Aufschlag von 15 % entspricht. Nach dem Abschluss wird South32 einen Anteil von 19,9 % an American Eagle halten, das etwa 37 Millionen Dollar in bar haben wird. Der Deal beinhaltet eine Investor Rights Agreement, die South32 Teilnahme- und Repräsentationsrechte im Vorstand gewährt. Orecap besitzt 11,7 Millionen Aktien von American Eagle, das auch Teck Resources als weiteren strategischen Investor hat.
- Strategic investment of $29.16M from South32 at 15% premium
- Strong cash position of $37M post-investment
- Backing from two major mining companies (Teck and South32)
- No warrants included and no finder fees paid
- Potential dilution of existing shareholders' ownership
Highlights:
- South32 to invest
$29M into American Eagle Gold for19.9% , at a price of$0.87 5 per common share, reflecting a15% premium - American Eagle now has two cornerstone strategic investors, Teck and South32.
- American Eagle has ~
$37M in cash. - Orecap owns 11.7 million shares of American Eagle Gold.
Toronto, Ontario--(Newsfile Corp. - November 12, 2024) - Orecap Invest Corp. (TSXV: OCI) (OTCQB: ORFDF) (the "Company" or "Orecap") is pleased to announce that its portfolio company, American Eagle Gold ("American Eagle"), in which Orecap owns 11.7 million shares, has entered into a subscription agreement (the "Agreement") with a wholly-owned subsidiary of South32 Ltd. (ASX: S32) ("South32"), pursuant to which South32 has agreed to invest approximately
"We are very pleased to welcome South32 as a strategic investor in American Eagle. This investment marks our second major mining enterprise that has endorsed our project and our work at the NAK copper-gold porphyry project. This investment underscores NAK's potential, significantly strengthens our balance sheet, and enhances NAK's profile," said Anthony Moreau, CEO of American Eagle Gold.
"Upon closing of the Offering ("Closing"), American Eagle will hold approximately
No warrants were included in the Offering, and no finders fees or commissions were paid. Closing of the Offering is expected to occur on or about November 26, 2024 (the "Closing Date"). Immediately following closing, South32 will hold 33,321,577 Common Shares, representing
Additionally, at closing South32 will enter into an Investor Rights Agreement (the "IRA") with American Eagle, that will grant participation and top-up rights to allow South32 to maintain its pro-rata ownership in American Eagle, as well as information rights relating to the NAK project, so long as South32's ownership in American Eagle remains above
Teck Resources Limited ("Teck"), American Eagle's first strategic investor, has the right to to participate, on equal terms, in equity issuances of American Eagle so as to maintain their pro-rata Common Share ownership (the "Teck Right"). In the event that Teck chooses to to exercise the Teck Right to subscribe for Common Shares on terms equal (or substantially equal) to those offered to South32 in the Offering, it is anticipated that South32, in accordance with the Agreement, shall subscribe for such number of additional Common Shares so that, upon Closing, South32 shall hold approximately
Full details on South32's Strategic Investment can be found in American Eagle's November 11, 2024 News Release.
About Orecap Invest Corp.
Orecap seeks special situation investments in the natural resource sector that offer shareholders diverse exposure to high returns on precious and critical metal assets and businesses. Orecap has significant equity positions in portfolio companies, such as American Eagle Gold (TSXV: AE) (OTCQB: AMEGF), QC Copper and Gold (TSXV: QCCU) (OTCQB: QCCUF), Mistango (CSE: MIS), Awale Resources (TSXV: ARIC), and Cuprum Corp. in addition to owning a broad portfolio of land packages focused on gold, copper and zinc. Agnico Eagle Mines Limited is a
About American Eagle Gold
American Eagle is focused on exploring its NAK copper-gold porphyry project in west-central British Columbia, Canada. The NAK project is located within the traditional territory of the Lake Babine Nation and lies within the Babine copper-gold porphyry district of central British Columbia. It has excellent infrastructure through all-season roads and is close to the towns of Smithers, Houston, and Burns Lake, B.C., which lie along a major rail line and Provincial Highway 16. Historical drilling and geophysical, geological, and geochemical work at NAK, which began in the 1960's, tested only to shallow depths. Still, the work revealed a very large near-surface copper-gold system that measures over 1.5 km x 1.5 km. Drilling completed in 2022, 2023, and 2024 by American Eagle has returned significant intervals of high-grade copper-gold mineralization that reach beyond and much deeper than the historical drilling, indicating that zones of near-surface and deeper mineralization, locally with considerably higher grades, exist within the broader NAK property mineralizing system.
Orecap's Current Equity Holdings include:
| Company (Ticker) | Shares Owned / (% of Outstanding Shares) |
| Cuprum Corp. (PrivateCo) | 29,500,000 / ( |
| Mistango River Resources (MIS:CSE) | 24,708,975 / ( |
| QC Copper and Gold (QCCU:TSXV | QCCUF:OTCQB) | 5,059,752 / ( |
| American Eagle Gold (AE:TSXV | AMEGF:OTCQB) | 11,783,748 / ( |
| Awale Resources (ARIC:TSXV) | 7,389,833 + 4,166,666 warrants / ( |
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For further information, please contact us:
Orecap Invest Corp.
Stephen Stewart, Chief Executive Officer
416.644.1567
info@oregroup.ca
Neither the TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
Certain information set forth in this news release contains forward-looking statements or information ("forward-looking statements)", including details about the business of the Company. All statements in this news release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements, including, but not limited to, the receipt by the Company of the approval of the TSX Venture Exchange for the name change. By their nature, forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond the Company's control, including the impact of general economic conditions, industry conditions, volatility of commodity prices, currency fluctuations, environmental risks, operational risks, competition from other industry participants, stock market volatility. Although the Company believes that the expectations in its forward-looking statements are reasonable, its forward-looking statements have been based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and assumptions are based upon currently available information. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on the forward-looking statements, as no assurance can be provided as to future results, levels of activity or achievements. Risks, uncertainties, material assumptions and other factors that could affect actual results are discussed in the Company's public disclosure documents available at www.sedarplus.ca. Furthermore, the forward-looking statements contained in this document are made as of the date of this document and, except as required by applicable law, the Company does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/229610
FAQ
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