/NOT FOR DISSEMINATION INTO THE UNITED STATES OF AMERICA OR DISTRIBUTION
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TSX Venture Exchange: FEO
ALL AMOUNTS ARE STATED IN CANADIAN DOLLARS,
UNLESS OTHERWISE NOTED
VANCOUVER, BC, Nov. 23,
2023 /CNW/ - Oceanic Iron Ore Corp. (TSXV: FEO)
("Oceanic", or the "Company") is pleased to announce
its intention to:
Replace the Series B Debentures at Maturity
The Company intends to enter into agreements with the holder of
the Company's previously issued Series B convertible debenture (the
"Series B Debenture") maturing on November 29, 2023 (the "Maturity Date") to
replace the existing Series B Debenture with a new debenture (the
"Replacement Debenture") on the Maturity Date,
subject to the acceptance of the TSX Venture Exchange (the
"TSXV").
The Series B Debenture is convertible to units (each a
"Unit") at the election of the holder at a price of
$0.10 per Unit. Upon conversion, each
Unit will consist of one (1) common share in the capital of the
Company (each, a "Common Share") and one (1) common share
purchase warrant of the Company (each, a "Warrant"), with
each whole Warrant entitling the holder to purchase one Common
Share (each, a "Warrant Share") at a price of $0.05 per Warrant Share. The terms of the
Replacement Debenture will be the same as the Series B Debenture,
other than (i) the Warrant exercise price will be $0.07 and (ii) the maturity date will be
November 29, 2028.
Should any portion of the Replacement Debenture be converted
into Units prior to March 29, 2024,
any common shares issued in relation thereto will be subject to a
statutory hold until March 29,
2024.
Settle and/or Defer part of Advance Royalty
Payments
The Company has reached agreements with its Hopes Advance
Project ("Hopes Advance") royalty holders in respect of settlement
of its upcoming advance royalty payments. Under the terms of the
royalty agreements, each of SPG Royalties Inc. ("SPG") and
154619 Canada Inc. ("154619") are entitled to annual advance
royalty payments of $100,000 until
the commencement of commercial production on Hopes Advance.
Advanced royalty payments will be deductible from actual royalty
payments subsequent to the commencement of commercial
production.
SPG has agreed to a settlement of its 2023 advance royalty
payment through a cash payment of $25,000 and the issuance of an aggregate of
1,153,846 common shares at a price of $0.065 per common share. The settlement with SPG
is subject to approval by the TSXV. The common shares issued will
be subject to the statutory four-month hold period.
154619 has agreed to a part-settlement of its 2023 advance
royalty payment through a cash payment of $50,000, with the remaining balance of
$50,000 to be deferred until
November 30, 2024.
OCEANIC IRON ORE CORP. (www.oceanicironore.com)
On behalf of the Board of Directors
"Steven Dean"
Chairman
+604 566-9080
This news release includes certain "Forward-Looking
Statements" as that term is used in applicable securities law. All
statements included herein, other than statements of historical
fact, including, without limitation, statements regarding the
issuance of the Replacement Debenture, TSXV acceptance of the
Replacement Debenture and future plans and objectives of the
Company, are forward-looking statements that involve various risks
and uncertainties. In certain cases, forward-looking
statements can be identified by the use of words such as "plans",
"intends", "expects" or "does not expect", "scheduled", "believes",
or variations of such words and phrases or statements that certain
actions, events or results "potentially", "may", "could", "would",
"might" or "will" be taken, occur or be achieved. There can be no
assurance that such statements will prove to be accurate, and
actual results could differ materially from those expressed or
implied by such statements. Forward-looking statements are
based on certain assumptions that management believes are
reasonable at the time they are made. In making the
forward-looking statements in this presentation, the Company has
applied several material assumptions, including, but not limited
to, the assumption that: (1) the Company will be able to complete
the issuance of the Replacement Debenture on the terms set out in
this news release; (2) there being no significant disruptions
affecting operations, whether due to labour/supply disruptions,
damage to equipment or otherwise; (3) permitting, development,
expansion and power supply proceeding on a basis consistent with
the Company's current expectations; (4) certain price assumptions
for iron ore; (5) prices for availability of natural gas, fuel oil,
electricity, parts and equipment and other key supplies remaining
consistent with current levels; (6) the accuracy of current mineral
resource estimates on the Company's property; and (7) labour and
material costs increasing on a basis consistent with the Company's
current expectations. Important factors that could cause actual
results to differ materially from the Company's expectations are
disclosed under the heading "Risks and Uncertainties " in the
Company's interim management discussion and analysis filed
August 22, 2023 (a copy of which is
publicly available on SEDAR+ at www.sedarplus.ca under the
Company's profile) and elsewhere in documents filed from time to
time, including MD&A, with the TSXV and other regulatory
authorities. Such factors include, among others, risks related to
the ability of the Company to complete the issuance of the
Replacement Debentures on the terms set out in this news release;
the ability of the Company to obtain adequate insurance; the
economy generally; fluctuations in the currency markets;
fluctuations in the spot and forward price of iron ore or certain
other commodities (e.g., diesel fuel and electricity); changes in
interest rates; disruption to the credit markets and delays in
obtaining financing; the possibility of cost overruns or
unanticipated expenses; employee relations. Accordingly, readers
are advised not to place undue reliance on Forward-Looking
Statements. Except as required under applicable securities
legislation, the Company undertakes no obligation to publicly
update or revise Forward-Looking Statements, whether as a result of
new information, future events or otherwise.
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 release.
SOURCE Oceanic Iron Ore Corp.