Ms. Delayne Weeks reports
ANGKOR RESOURCES ANNOUNCES CLOSING OF FINANCING $3,500,000
Angkor Resources Corp.
has closed the previously announced non-brokered private placement of units with Sorbie Bornholm LP for gross proceeds of $3.5-million. The units consist of: (a) 14 million common share at an issuance price of 25 cents; and (b) 2.87 million warrants entitling Sorbie to acquire additional common shares at a fixed exercise price of 32 cents with a maturity date of three years; and (c) 11.13 million additional warrants entitling Sorbie to acquire additional common shares at an exercise price that is a 5-per-cent premium to the volume-weighted average price (VWAP) of the common shares for the preceding 20 consecutive trading days. The additional warrants will be issued in monthly tranches over a period of 24 months and have a maturity date of three years.
The aggregate subscription proceeds for the units have been deposited by Sorbie under an ISDA (International Swaps and Derivatives Association) credit support annex in the form of a portfolio of United Kingdom government bonds with a fair market value of not less than $3.5-million. The parties have also entered into a sharing agreement and a securities escrow agreement, pursuant to which the common shares have been deposited in escrow with Olympia Trust Company. The terms of the sharing agreement and escrow agreement provide that each of the following will occur in 24 equal monthly tranches starting 30 days from the closing date:
-
The subscription proceeds will be released to Angkor, subject to the terms of the sharing agreement (see below).
-
The common shares will be released to Sorbie.
-
The additional warrants will be issued to Sorbie.
The sharing agreement also provides that Angkor's economic interest at the time of each monthly settlement will be measured against a benchmark price of 31.44 cents.
If at the time of settlement, the VWAP is less than the benchmark price, Angkor will receive less than 100 per cent of the monthly release amount, on a pro rata basis, and, if the
VWAP is greater than the benchmark price, then Angkor shall receive more than 100 per cent of the monthly release amount, on a pro rata basis. There is no upper limit on the additional proceeds that Angkor is entitled to receive at the time of each monthly settlement, but the maximum number of common shares that Sorbie is entitled to receive at the time of each monthly settlement is fixed.
Angkor has paid Sorbie a corporate finance fee of $210,000 in connection with the private placement in the form of the following securities: (a) 840,000 common shares at a fixed issuance price of 25 cents, which shares will be deposited into escrow and shall be subject to the terms of the escrow agreement; and (b) 840,000 warrants exercisable at 32 cents and an expiry date of three years. All warrants and additional warrants include an equity blocker prohibiting exercise if such exercise will result in Sorbie's total ownership of the common shares to be greater than 9.99 per cent of the issued and outstanding common shares.
Angkor also paid a finder's fee to an arm's-length party in connection with the private placement consisting of: (a) a cash fee of $175,000 payable in monthly tranches over a period of 24 months; and (b) an issuance of 700,000 finder warrants exercisable at 32 cents, which will vest in
equal monthly tranches over a period of 24 months and will have an expiry date of three years.
About Angkor Resources Corp.
Angkor Resources is a Canadian public company engaged in the exploration and development of mineral and hydrocarbon opportunities in Cambodia and other strategic jurisdictions.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.