November 5, 2026 – TheNewswire – Angkor Resources Corp. (“Angkor”) is pleased to announce that it closed the previously announced non-brokered private placement of units (“Units”) with Sorbie Bornholm LP (“Sorbie”) for gross proceeds of $3.5M. The Units consist of: (a) 14,000,000 common share (the “Common Share”) at an issuance price of $0.25; and (b) 2,870,000 warrants (the “Warrants”) entitling Sorbie to acquire additional Common Shares at a fixed exercise price of $0.32 with a maturity date of 3 years; and (c) 11,130,000 additional warrants (the “Additional Warrants”) entitling Sorbie to acquire additional Common Shares at an exercise price that is a 5% premium to the volume weighted average price of the Common Shares for the preceding 20 consecutive trading days (“VWAP”). The Additional Warrants will be issued in monthly tranches over a period of 24 months and have a maturity date of 3 years.
The aggregate subscription proceeds for the Units have been deposited by Sorbie under an ISDA Credit Support Annex in the form of a portfolio of UK government bonds with a fair market value of not less than $3.5M. The parties have also entered into a Sharing Agreement (the “Sharing Agreement”) and a Securities Escrow Agreement (the “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:
(i) The subscription proceeds will be released to Angkor, subject to the terms of the Sharing Agreement (see below);
(ii) The Common Shares will be released to Sorbie; and
(iii) 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 $0.3144 (the “Benchmark Price”). If at the time of settlement, the VWAP is less than the Benchmark Price, Angkor will receive less than 100% 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% 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 $0.25, 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 $0.32 and an expiry date of 3 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% 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 $0.32 which will vest in equal monthly tranches over a period of 24 months and will have an expiry date of 3 years.
About Angkor Resources Corp.
Angkor Resources Corp. is a Canadian public company engaged in the exploration and development of mineral and hydrocarbon opportunities in Cambodia and other strategic jurisdictions.
Forward-Looking Information
This news release contains forward-looking information within the meaning of applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements regarding the proposed private placement, the execution of definitive agreements, receipt of regulatory approvals, completion of the proposed transaction, the anticipated sharing agreement, the expected use of proceeds, and future business objectives. Forward-looking statements are based on management’s current expectations and assumptions and are subject to numerous risks and uncertainties, including the ability to negotiate definitive agreements, obtain TSXV acceptance, satisfy closing conditions, market conditions, financing risks, and other risks disclosed in the Company’s public filings. Actual results may differ materially from those expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on forward-looking information. The Company undertakes no obligation to update any forward-looking statements except as required by applicable securities laws.
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.
CONTACT: Delayne Weeks – CEO
Email:- info@angkorresources.com Website: angkor resources.com Telephone: +1 (780) 831-8722
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