Each Unit consists of one common share of the Company (a “Common share“) and one-half of one ordinary warrant for the purchase of shares (each whole warrant, a “Deposit“). Each Warrant entitles the holder to acquire one additional Common Share at an exercise price of C$0.53 until January 15, 2029. The Warrants are governed by a warrant contract dated January 14, 2026, between the Company and Computer Trust Company of Canada as warrant agent (the “Warrant contract“). Subject to final approval of the TSX Venture Exchange (the “TSXV“), the Warrants are expected to trade on the TSXV under the ticker symbol “OCO.WT” and CUSIP number 687033134 as on the open market on January 15, 2026. Pursuant to the terms of the Warrant Indenture, no fractional Common Shares will be issued upon exercise of a Warrant, and Warrantholders who would otherwise be entitled to a fraction of a Common Share will be downgraded rounded to the nearest whole number of Common Shares. No cash consideration will be paid in respect of fractional shares. Warrant holders are encouraged to read the full text of the Warrant Indenture, which is available on the Company’s SEDAR+ profile at: www.sedarplus.ca.
In connection with the Offering, the Company has paid to the Underwriters a cash commission equal to 6.0% of the aggregate gross proceeds of the Offering (including upon the exercise of the over-allotment option), subject to a lower cash commission equal to 3.0% in respect of the gross proceeds from the sale of Units to purchasers included on a “President’s List” provided by the Company to the Underwriters.
The Offering was completed by means of a prospectus supplement dated January 9, 2026 (the “Prospectus supplement“) to the short base prospectus of the Company, dated April 23, 2025 (the “Basic Shelf Prospectus“), filed in all provinces of Canada except Québec. The Units were also offered in the United States to qualified institutional buyers pursuant to Rule 144A under the United States Securities Act of 1933, as amended (the “Act of 1933“), and to accredited investors pursuant to Rule 506(b) of Regulation D under the 1933 Act, and in certain offshore jurisdictions, in each case in accordance with applicable securities laws.
The Company intends to use the net proceeds from the Offering to finance the start of pre-feasibility study drilling at the Santo Tomás copper project, advance basic environmental and permitting work, and for general corporate working capital.
Copies of the applicable offering documents may be obtained free of charge through the company’s profile on SEDAR+ at www.sedarplus.ca. The delivery of the Base Shelf Prospectus and the Prospectus Supplement and any amendments thereto have been made in accordance with the “access equals delivery” provisions of applicable Canadian securities legislation. An electronic or paper copy of the Prospectus Supplement and the Base Shelf Prospectus may be obtained free of charge from Canaccord Genuity via telephone at 416-869-3052 or by email at ecm@cgf.com by providing Canaccord Genuity with an email address or address, as applicable.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
ABOUT OROCO
The company has a net interest of 87.0% in the central concessions covering 1,173 hectares, “the core concessions” of the Santo Tomas Project, located in northwestern Mexico. The Company also has an 80% interest in a further 7,861 hectares of mining concessions surrounding and adjacent to the Core Concessions (for a total project area of 9,034 hectares or 22,324 hectares). Following an assessment of one of the non-Core concessions, the Company has applied to reduce the area of that concession, with the result that the additional concessions will total 4,948.24 hectares, for a total Project area of 6,121.11 hectares or 15,124.47 hectares. The project is located in the Santo Tomas District, which extends to the Jinchuan Group’s Bahuerachi project, approximately 14 km to the northeast. The Santo Tomas Project hosts significant copper porphyry mineralization, initially defined by previous explorations during the period from 1968 to 1994. During that time, the Santo Tomas Project area was tested with more than 100 diamond and reverse circulation drillings, totaling approximately 30,000 meters. As of 2021, Oroco carried out a drilling program (phase 1) in Santo Tomas, resulting in a total of 48,481 meters drilled in 76 diamond drill holes.
The drilling and subsequent resource estimates and technical studies resulted in a revised MRE and an updated PEA being published and submitted in August 2024. These studies are available on the Company’s website www.orocoresourcecorp.com and by viewing the Company’s profile on SEDAR+ at www.sedarplus.ca.
The Santo Tomas project is located within 170 km of the deepwater Pacific port at Topolobampo and is accessible by highway and proximal rail (and parallel corridors of power lines and natural gas) through the city of Los Mochis to the northern city of Choix. The property is partially accessible via a 20-mile access road originally constructed for Goldcorp’s El Sauzal mine in the state of Chihuahua.
Additional information about Oroco can be found on its website and by viewing its profile on SEDAR+ at www.sedarplus.ca.
Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Information
This press release contains certain “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities legislation. All statements other than statements of historical fact contained herein, including but not limited to statements regarding future events or performance of the Company, the listing date of the Warrants on the TSXV and the use of funds from the Offering, are forward-looking statements. There is no guarantee that the proceeds from the Offering will be spent as anticipated. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. Readers should not place undue reliance on the forward-looking statements and information contained in this press release regarding these matters. Oroco assumes no obligation to update the forward-looking statements if they change, except as required by law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/280344
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