Oronova Energy closes $15-million private placement

Executive Summary

• Oronova Energy Inc. has closed a $15 million non-brokered private placement of 60 million subscription receipts at $0.25 per receipt.
• The capital raise is directly tied to a reverse takeover transaction to acquire 100% of the Cameron gold project from First Mining Gold Corp., which will result in the formation of a new entity, Seva Mining Corp.
• Proceeds are held in escrow pending TSX-V approval and shareholder consent, to be used for project financing, exploration, and working capital.

Key Details

• Transaction Structure: Non-brokered private placement of subscription receipts.
• Total Gross Proceeds: $15,000,000.
• Price Per Unit: $0.25 per subscription receipt.
• Total Units Issued: 60,000,000 subscription receipts.
• Issuer Breakdown:
  • 48,594,000 receipts issued by FinCo (1001416725 Ontario Ltd., a wholly owned subsidiary) for $12,148,500.
  • 11,406,000 receipts issued by Oronova Energy Inc. for $2,851,500.
• Conversion Terms: Each subscription receipt converts into one common share of the company upon satisfaction of escrow release conditions, including completion of the proposed transaction and TSX-V approval.
• Use of Proceeds: Held in escrow until released; intended to finance payment obligations and exploration expenditures related to the Cameron gold project, plus general working capital.
• Finder’s Fees: Cash finders' fees of $150,180 payable to eligible finders upon closing.
• Strategic Context: The offering supports the acquisition of the Cameron gold project from First Mining Gold Corp. via a reverse takeover under TSX Venture Exchange policies, creating Seva Mining Corp.
• Conditions Precedent: Subject to final TSX-V approval, TSX-V acceptance, and disinterested shareholder approval (if applicable).

Notable Quotes

• No direct quotes from management were included in the provided text.