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EX: CSE    germany-flag-icon-32 604.681.0221

Explorex Resources Announces Updated Raffles Financial Information and Provides Update On The Proposed Board Of The Resulting Issuer

  • 2020

Vancouver, B.C. March 03, 2020 Explorex Resources Inc. (the “Company” or “Explorex”) (CSE:EX, Frankfurt:1XE, US:EXPXF) announces that it has received updated financial information from Raffles Financial Private Limited (“Raffles”) in respect of Raffles’ six month period ended December 31, 2019.  As disclosed in the Company’s information circular dated February 7, 2020 which was prepared for the Company’s annual general and special meeting being held on March 9, 2020 (the “Shareholder Meeting”), Explorex has arranged for updated and auditor-reviewed interim financial statements of Raffles for the six month period ended December 31, 2019 to be made available to its shareholders before the Shareholder Meeting. Explorex will post such financial statements to SEDAR with this news release for Explorex shareholders to review.  At the Shareholder Meeting, Explorex will be seeking shareholder approval of various transactions including, a plan of arrangement under the Business Corporations Act (British Columbia) with its wholly-owned subsidiary, Origen Resources Inc., the acquisition of Raffles, which will be a “fundamental change” under the policies of the CSE, and a continuation of the Company’s corporate jurisdiction to the Cayman Islands. Shareholders of Explorex are encouraged to review such updated Raffles financial statements prior to the Shareholder Meeting, along with the other detailed information contained in the information circular.

 

At December 31, 2019, Raffles had total assets of S$7,409,697 and total liabilities of S$2,773,725.  RFP’s revenue and total comprehensive income was as follows:

Three-month period ended December 31, 2019

 

(Singapore $)

Six-month period ended December 31, 2019

 

 

(Singapore $)

Revenue 1,500,003 5,466,672
Total Comprehensive Income 335,320 3,975,671

 

On March 2, 2020, one Canadian dollar expressed in Singapore dollars was S$1.0401.

 

Proposed Board of Raffles Financial Group Limited

 

As previously disclosed in Explorex’s news releases dated December 23, 2019 and February 3, 2020 and as disclosed in Explorex’s information circular for the Shareholder Meeting, Explorex has entered into a share exchange agreement with Raffles.  Appendix E of Explorex’s information circular gave detailed information about Explorex’s proposed transaction with Raffles, Raffles’ business and the proposed Board of the resulting issuer upon completion of the transaction. Raffles has advised Explorex of certain proposed changes, relative to the disclosure on pages 42 and 43 of Appendix E and has provided this information. Therefore, Explorex is giving this update to complement and update the information contained in Appendix E.

The board of directors of Raffles Financial Group Limited, the company resulting from Explorex’s acquisition of Raffles, is expected to be as follows:  Charlie In, Victor Liu, Abigail Zhang, Kit Chan, Mike Zhou, Lily Ren and David Anthony Bruzzisi. Information about the foregoing directors was included in Appendix E of the information circular, other than for Lily Ren and David Anthony, whose information is provided below.

 

Ms. Lily Ren graduated with Bachelor of Science in Accounting and Finance from London School of Economics and Political Science in 2012. After her graduation, she worked for Cedar Strategic Holdings Limited, to evaluate business opportunities for multiple industries, including locations around Asia. Between 2013 and 2014, Ms. Ren served as Personal Banker of the United Overseas Bank Limited, one of the major local banks in Singapore. She provided financial advising services to clients of various cultural background, and maintained strong client relationships via in-depth analysis of needs.

 

In 2016, Ms. Ren obtained her Master of Health Leadership and Policy (MHLP) at the University of British Columbia. After graduation, Ms. Ren served as a Financial Advisor at Scotiabank. Ms. Ren holds her Registered Financial and Retirement Advisor (Part 1) (CIFP) designation and Mutual Fund License (IFSE Institute).  Ms. Ren is familiar with the corporate governance, public disclosure, announcements and financial reporting in public companies. She has cross-disciplinary knowledge and skills in health care, financial institutions and sustainability.

 

Mr. David Anthony Bruzzisi (known as David Anthony) has over 45 years’ experience in the capital markets in a diverse range of positions including market consultant, fund manager, investor, promoter, venture capitalist and investment broker who has undertaken the public listing of the capital common stock in dozens of private companies. In 1986, David Anthony co-founded the Professional Canadian Investment Group (“ProCan”). Over the next 12 years, through ProCan, Mr. Anthony funded more than 20 companies – all at various stages of development.  In 1996, David Anthony founded Two Lions Investments Ltd. Through this company Mr. Anthony help fund a start-up company called Net1 UEPS Technologies [NASDAQ:UEPS] and became the Co-Founding Director of UEPS. Today, UEPS trades on the NASDAQ.

On behalf of the Board,

Gary Schellenberg, CEO

For further information, please contact Gary Schellenberg, CEO or Mike Sieb, President at 604-681-0221

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

This press release should not be considered a comprehensive summary of the Plan of Arrangement with Origen Resources Inc. (the “Arrangement”) or the Raffles Transaction (“Transaction”). The detailed information circular containing information about the Plan of Arrangement and Raffles Transaction, including applicable financial statements, as filed on the SEDAR website, should be reviewed in its entirety. Additional information required by applicable securities laws and the Canadian Securities Exchange (“CSE”) will be disseminated at a future date following a satisfactory review by the CSE. Completion of the Arrangement and Transaction is subject to a number of conditions, including but not limited to, CSE acceptance and Explorex shareholder approval. The Arrangement and Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Arrangement and Transaction will be completed as proposed or at all. Trading in the securities of Explorex should be considered highly speculative. Trading of the common shares of Explorex will remain halted pending receipt and review by the CSE of acceptable documentation regarding the Arrangement and Transaction. The proposed Arrangement and Transaction have not been approved by the CSE and remains subject to CSE approval.

This news release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially and there are no assurances that the transaction described in this news release will close on the terms described or at all. Except as required pursuant to applicable securities laws, the Company will not update these forward-looking statements to reflect events or circumstances after the date hereof. More detailed information about potential factors that could affect financial results is included in the documents filed from time to time with the Canadian securities regulatory authorities by the Company. Readers are cautioned not to place undue reliance on forward looking statements.

 

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