Month: July 2019

Toronto, Ontario (July 25, 2019) – O3 Mining Inc. (“O3 Mining” or the “Corporation”) (TSXV: OIII) is pleased to announce that it has completed its previously-announced acquisition of Chalice Gold Mines (Québec) Inc. pursuant to the terms of a share purchase agreement dated July 2, 2019 between O3 Mining and Chalice Gold Mines (Ontario) Inc. (the “Purchase Agreement“).

Pursuant to the Purchase Agreement, the Corporation acquired Chalice Gold Mines (Québec) Inc. in exchange for (i) 3,092,784 common shares of the Corporation (collectively, “Consideration Shares “), which were issued at a deemed value of C$3.88 per common share, for total share consideration of C$12 million, and (ii) a 1% net smelter returns royalty on all of the acquired claims that were not subject to a pre-existing royalty (the “Transaction“).

Chalice Gold Mines (Québec) Inc. is the registered holder of the East Cadillac and Kinebik Gold Projects in Québec, Canada, and also holds the underlying option agreements on the East Cadillac Gold Project with Globex Mining Enterprises Inc. and Renforth Resources Inc. As a result of the completion of the Transaction, Chalice Gold Mines (Québec) Inc. has become a wholly-owned subsidiary of O3 Mining.

In accordance with the restrictions under Canadian securities laws and subject to certain exceptions, Chalice Gold Mines (Ontario) Inc. will be restricted from trading the Consideration Shares for a period of four months from the date hereof.

About O3 Mining Inc.

O3 Mining’s mission is to become a premier gold exploration company in Canada and an emerging consolidator of exploration properties in prospective gold camps in Canada – focused on projects in Ontario and Québec – with a goal of becoming a multi-million ounce, high-growth company.

O3 Mining is well-capitalized and holds a 100% interest in the Marban Block Project and the Garrison Project. The Marban Block Project is located in the heart of Québec’s prolific Abitibi gold mining district and comprised of four contiguous claim groups in the Malartic mining camp – Norlartic, First Canadian, Marban and Gold Hawk – and currently consists of 30 mining claims and three mining concessions that cover 1,023 hectares. The Garrison Project is located in the Larder Lake Mining Division in Northern Ontario and comprised of three main deposits – the Garrcon, Jonpol and 903 deposits – as well as the past-producing Buffonta mine and the Gold Pike mine property.

For further information on O3 Mining, please contact:

José Vizquerra Benavides
President and Chief Executive Officer
416 363 8653

Cautionary Statement Regarding Forward-Looking Information

This news release contains “forward-looking information” within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates and projections as at the date of this news release. The information in this news release about the completion of the Share Purchase Agreement and other forward-looking information includes but is not limited to information concerning: the intentions, plans and future actions of O3 Mining and other information that is not historical facts.

Any statements that involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information.

This forward-looking information is based on reasonable assumptions and estimates of management of O3 Mining, at the time it was made, involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of O3 Mining to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others, risks relating to the completion of the transactions described herein. Although the forward-looking information contained in this news release is based upon what management believes, or believed at the time, to be reasonable assumptions, O3 Mining cannot assure shareholders and prospective purchasers that actual results will be consistent with such forward-looking information, as there may be other factors that cause results not to be as anticipated, estimated or intended, and neither O3 Mining nor any other person assumes responsibility for the accuracy and completeness of any such forward-looking information. O3 Mining does not undertake, and assumes no obligation, to update or revise any such forward-looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.

O3 Mining Inc. (TSXV:OIII) is well-capitalized and uniquely positioned as a premier gold exploration company in Canada as an emerging consolidator of exploration properties in prospective gold camps in Canada

Toronto, Ontario (July 5, 2019) – Osisko Mining Inc. (“Osisko Mining”) (TSX:OSK) and O3 Mining Inc. (“O3 Mining”) (TSXV:OIII) formerly Chantrell Ventures Corp. (“Chantrell”), are pleased to announce the successful completion of their previously-announced spinout transaction, which resulted in, among other things, Osisko Mining transferring certain of its non-core assets to Chantrell in exchange for common shares of Chantrell by way of a plan of arrangement under the Business Corporations Act (Ontario) (the “Arrangement“). Under the Arrangement, Osisko Mining transferred to O3 Mining the Marban project, the Garrison project, exploration properties and a portfolio of selected securities, in exchange for 24,977,898 post-consolidation common shares of O3 Mining, representing approximately 82.2% of the issued and outstanding common shares of O3 Mining.

In addition, under the Arrangement, (i) the common shares of Chantrell were consolidated on a forty-to-one (40:1) basis, (ii) the name of “Chantrell Ventures Corp.” was changed to “O3 Mining Inc.”, and (iii) the board of directors of O3 Mining was reconstituted to comprise the following individuals: Mr. John Burzynski (Chairman), Mr. Bernardo Alvarez Calderon, Mr. Patrick Anderson, Mr. Murray John, Mr. Keith McKay, Ms. Amy Satov, Mr. Elijah Tyshynski and Mr. José Vizquerra Benavides.

Management of O3 Mining consists of Mr. José Vizquerra Benavides (President and Chief Executive Officer), Mr. Blair Zaritsky (Chief Financial Officer) and Ms. Lili Mance (Corporate Secretary).

Concurrent with the closing of the Arrangement, the previously-issued subscription receipts of Chantrell Ventures converted into post-consolidation common shares and warrants of O3 Mining, and the escrowed proceeds were released to O3 Mining.

With the Arrangement now complete, the common shares of O3 Mining are expected to be listed on the TSX Venture Exchange and begin trading under the symbol “OIII” on the second business day following the completion of the Arrangement (i.e., on or about July 9, 2019).

For additional information concerning the Arrangement, please refer to the management information circular of Chantrell dated May 27, 2019, which is available on SEDAR (www.sedar.com) under O3 Mining’s issuer profile.

About O3 Mining Inc.

O3 Mining’s mission is to enhance shareholder value through the acquisition and development of mining properties, with a bias towards gold projects in Ontario and Québec.

For further information on O3 Mining, please contact:

José Vizquerra Benavides
President, CEO and Director
416 363 8653

About Osisko Mining Inc.

Osisko is a mineral exploration company focused on the acquisition, exploration, and development of precious metal resource properties in Canada. Osisko holds a 100% interest in the high-grade Windfall Lake gold deposit located between Val-d’Or and Chibougamau in Québec and holds a 100% undivided interest in a large area of claims in the surrounding the Urban Barry area and nearby Quévillon area (over 2,700 square kilometres).

For further information on Osisko Mining Inc., please contact:

John Burzynski
President, CEO and Director
416 363 8653

Cautionary Note Regarding Forward-Looking Information

This news release contains “forward-looking information” within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates, projections and interpretations as at the date of this news release. The information in this news release about the transaction; and any other information herein that is not a historical fact may be “forward-looking information”. Any statement that involves discussions with respect to predictions, expectations, interpretations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “interpreted”, “management’s view”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information. This forward-looking information is based on reasonable assumptions and estimates of management of the Corporation, at the time it was made, involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the companies to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others, risks relating to the completion of the transactions described herein. Although the forward-looking information contained in this news release is based upon what management believes, or believed at the time, to be reasonable assumptions, the parties cannot assure shareholders and prospective purchasers of securities that actual results will be consistent with such forward-looking information, as there may be other factors that cause results not to be as anticipated, estimated or intended, and neither party nor any other person assumes responsibility for the accuracy and completeness of any such forward-looking information. Neither party undertakes, and assumes no obligation, to update or revise any such forward-looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by law.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture 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.

Toronto, Ontario (July 5, 2019) – O3 Mining Inc. (TSXV:OIII) (the “Corporation“) announces that it has filed an early warning report in respect of its holdings in Canadian Orebodies Inc. (“Orebodies“). Earlier today, pursuant to a statutory plan of arrangement under the provisions of Section 182 of the Business Corporations Act (Ontario) (the “Arrangement“), the Corporation acquired certain non-core assets of Osisko Mining Inc. (“Osisko“) – including all of the issued and outstanding shares of its wholly-owned subsidiary, O3 Markets Inc. (“O3 Markets“) – which holds 6,461,500 common shares of Orebodies (“Orebodies Shares“).

Prior to the Arrangement, Osisko, through O3 Markets, beneficially owned or controlled 6,461,500 Orebodies Shares, representing approximately 12.0% of the issued and outstanding Orebodies Shares. As a result of the Arrangement, the Corporation, through O3 Markets, now beneficially owns or controls, 6,461,500 Orebodies Shares, representing approximately 12.0% of the issued and outstanding Orebodies Shares (on the basis of there being 53,898,450 Orebodies Shares issued and outstanding as of the date hereof). The Corporation did not own or control, directly or indirectly, any Orebodies Shares prior to the Arrangement.

Pursuant to the Arrangement, Osisko transferred to the Corporation its entire legal and beneficial right, title and interest in certain non-core assets – including all of the issued and outstanding shares of its wholly-owned subsidiary, O3 Markets Inc., which holds 6,461,500 Orebodies Shares – in exchange for aggregate consideration of 24,977,898 common shares of the Corporation (collectively, the “Consideration Shares“) and the assumption by the Corporation of certain liabilities of Osisko relating to such assets. The 24,977,898 Consideration Shares were valued at $96,914,246 based on each Consideration Share having a deemed value of $3.88 per share. The 6,461,500 Orebodies Shares that were transferred to the Corporation pursuant to the Arrangement were valued at $1,615,375.00 (or $0.25 per share) based on the closing price of Orebodies Shares on the TSX Venture Exchange as of May 13, 2019 (being the date immediately preceding the announcement of the Arrangement).

The Orebodies Shares were acquired indirectly through the acquisition of O3 Markets pursuant to the Arrangement and are being held for investment purposes. The Corporation has no current intention of increasing or decreasing its ownership of, or control or direction over, additional securities of Orebodies. Depending on market conditions, general economic and industry conditions, Orebodies’ business and financial condition and/or other relevant factors, the Corporation may increase or decrease its beneficial ownership of securities of the Corporation through market transactions, private agreements or otherwise, in the future.

This news release is being issued in accordance with National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the filing of an early warning report dated July 5, 2019. The early warning report respecting this transaction has been filed on SEDAR (www.sedar.com) under Orebodies’ issuer profile. To obtain a copy of the early warning report filed by the Corporation, please contact José Vizquerra Benavides at (416) 363-8653 or refer to SEDAR (www.sedar.com) under Orebodies’ issuer profile.

For further information on the Corporation please contact:

José Vizquerra Benavides
President, Chief Executive Officer & Director
Telephone: 416 363 8653

The Corporation’s head office is located at 155 University Avenue, Suite 1440, Toronto, Ontario M5H 3B7.