WEX Western Exploration Inc

TORONTO, Jan. 18, 2022 /CNW/ - Western Exploration Inc. ("Western Exploration" or the "Company"), a Nevada-focused previous metals exploration company, is pleased to announce that its common shares (the "Common Shares") are expected to begin trading through the facilities of the TSX Venture Exchange (the "Exchange") effective at the opening of markets on Wednesday, January 19, 2022, under the symbol "WEX". Please refer to the news release of Western Exploration dated December 22, 2021 (entitled Western Completes "Go Public" Transaction Via Reverse Takeover of Crystal Peak and Launches "Western Exploration Inc.") for additional details of the recently-completed reverse takeover transaction of Western Exploration (the "RTO").

Escrowed Securities

In connection with the completion of the RTO, an aggregate of 20,812,796 Common Shares (collectively, the "Escrowed Securities") held by certain Principals (as defined in the policies of the Exchange) of the Company (collectively, the "Escrowed Securityholders") have been deposited into escrow with the TSX Trust Company, as escrow agent, pursuant to a "Tier 2 Surplus Security" escrow agreement dated December 22, 2021 (the "Escrow Agreement") among the Company, the TSX Trust Company, as escrow agent, and the Escrowed Securityholders. Pursuant to Policy 5.4 – Escrow, Vendor Consideration and Resale Restrictions of the Exchange, the Escrowed Securities will be released from escrow over a 36-month period, with 5% of the Escrowed Securities initially released on January 17, 2022, being the date of the final bulletin of the Exchange in respect of the RTO.

The following table sets forth the details of the Escrowed Securityholders and the Escrowed Securities:  

In connection with the RTO, Agnico Eagle Mines Limited ("Agnico") and the Company previously entered into an investor rights agreement dated December 22, 2021 (the "Investor Rights Agreement"), pursuant to which the Company granted to Agnico, among others, a right (the "Nomination Right") to nominate one person (and in the case of an increase in the size of the board of directors of the Company to eight or more directors, two persons) to the board of directors of the Company, provided that Agnico maintains certain ownership thresholds in the Company and satisfies certain other conditions. On January 18, 2022, Agnico and the Company amended and restated the Investor Rights Agreement to replace the Nomination Right with certain observer rights, which will allow Agnico to designate a person to attend and observe meetings of the board of directors of the Company, provided that Agnico maintains certain ownership thresholds in the Company and satisfies certain other conditions. As a result of the amendments to the Investor Rights Agreement, Agnico is no longer a Principal (as defined in the policies of the Exchange) of the Company, and the Common Shares held by Agnico are not subject to escrow under the Escrow Agreement.

The foregoing disclosure in respect of the Escrow Agreement, the Escrowed Securityholders, and the Escrowed Securities replaces and supersedes all of the Company's prior disclosures in respect thereof, to the extent of any inconsistency.

About Western Exploration Inc.

Western Exploration Inc. is a well-capitalized, Nevada-focused previous metals exploration company, aiming to be a premier gold and silver development company in North America. The company was born out of a 25-year history of advancing exploration projects in Nevada as a private company. Its principal asset is the Aura gold silver project located in Elko County, Nevada approximately 120 kilometers north of the city of Elko, Nevada.

Cautionary Note Regarding Forward-Looking Information

Certain statements contained in this news release may be deemed "forward‐looking statements" within the meaning of applicable Canadian and U.S. securities laws. These forward‐looking statements, by their nature, require the Company to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward‐looking statements. Forward‐looking statements are not guarantees of performance. Words such as "may", "will", "would", "could", "expect", "believe", "plan", "anticipate", "intend", "estimate", "continue", or the negative or comparable terminology, as well as terms usually used in the future and the conditional, are intended to identify forward‐looking statements. Information contained in forward‐looking statements (including, without limitation, with respect to the anticipated trading date of the Common Shares on the Exchange), is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of current conditions and expected future developments and other considerations that are believed to be appropriate in the circumstances. The Company considers its assumptions to be reasonable based on information currently available, but cautions the reader that its assumptions regarding future events, many of which are beyond the control of the Company, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect the Company and its business.

The forward‐looking statements set forth herein concerning the Company reflect management's expectations as at the date of this news release and are subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by law.

Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

SOURCE Western Exploration Inc.