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OREXT • 1
Abs t r ac t
Mining Background
Contents
Mining Background 3
ICO
Company Overview & Management 4
Orext ICO
Initial Coin Offering Overview (ICO) 6
Investors should carefully consider and review the disclosures in Sections iii and iv of Appendix A
i. Technology & Security Procedures 14
Appendix A
19
iii. Mine Risk Factors
22
iv. Additional Disclosures
Appendix B
G
old mines produce billions of dollars in revenue and a deeper global market. Today, investing in gold requires
Orext ICO
and have provided attractive
an investment in either bullion or gold mining operations
investment opportunities for centuries. The use of an Initial
through the purchase of gold mining stock or the mineral
Coin Offering or ICO provides a new vehicle for investors
itself. The Orext Coin Offering will produce an investment
(large and small) to combine the benefits of cryptocurrency
as gold mining. This whitepaper will lay out how investors the necessity to buy and store bullion, but is itself a distinct
can participate in the Alamo, Van Deeman and Frisco Coin investment with significant profit potential.
mining operations through purchase of crypto- currency - a This paper discusses blockchain based ICOs as an investment
purchase which combines the world’s oldest and newest vehicle, the underlying technology of an ICO, the details of the
systems of value. The aim of this project is to raise funds by ICO and the token distribution mechanism, and other
Appendix A
In particular, any potential investor confirms that (1) any discussions between representatives of the potential
investors and of the issuer and its affiliates regarding a potential investment in the tokens were initiated by one
or more representatives of such potential investor, and (2) prior to delivery of this offering documents or other
offering of securities, none of the issuer or its affiliates has made an interest in the tokens available for purchase
by such potential investors, either as an offer that can be accepted by potential investor or as an invitation
extended to potential investor to make an offer to subscribe for the investment.
Nothing in this white paper is intended to create a contract for the investment in the tokens, and each potential
investor acknowledges that the issuer will rely on this assertion of a potential investor’s statements with respect to
compliance with the laws of the jurisdiction in which potential investor is legally domiciled.
Investors should carefully review appendices, notices to investors, and risk disclosures, prior to making any
investment in the tokens.
OREXT • 3
Mining Background
3 Mines 1 Token
G
old Dome
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Frisco Resource: Alamo Resource:
The Gold Dome portion of the Frisco property was drilled The Alamo is a recent discovery and does not presently have a
Mining Background
during 1998-1990, under the supervision of professional resource. The discovery of large nuggets in an area, without
engineers and geologists, some of whom have been recently known previous production, makes the Alamo a prime
interviewed by Frisco management. Geological maps, drilling exploration target. The size of the nuggets found (largest is five
records, assay certificates, survey data and metallurgical test ounces) indicate very high possibility of a significant deposit.
results were provided to Frisco. Assay results from 114 drill There is considerable work to do to “prove-up” the property.
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Van Deeman Resource:
The Van Deeman property was drilled during the 1980’s by
several reputable companies including a subsidiary of British
40,000,000.00+
potential annual
revenue
Overview of Company
OREXT • 4
T he ORO BUENO CORPORATION ( the “Company”) goal is the generation of income
through responsible mining practices, which in turn provides the Company with wealth
for stakeholders, employees, and the communities with which the company partners. The Company is focused on growing free cash
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flow per share over the long term.
To do this, the Company will maintain and grow industry leading margins, driven by innovation and its digital transformation; while
managing the Company portfolio and allocating capital with discipline and rigor; and leveraging distinctive partnership culture as a
Mining Background
competitive advantage.
Operating Officer from 2005 to 2006. Previously served as Experience — Experience serving on the Company’s Operations
President and Chief Operating Officer of Diavik Diamond and Safety Committee and the Environmental and Social
Mines, Inc. from 2003 to 2005. Responsibility Committee and current Chair of the Company’s
Director Qualifications: Safety and Sustainability Committee, current service on the Safety
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Committee of Aecon.
Compensation Expertise — Experience serving as a member of
the Company’s Compensation Committee. Participation in
• CEO/Executive Management Skills —Experience as former compensation, benefits and related decisions in senior executive
Chairman, President and Chief Executive Officer of Cliffs roles. Current Chair of the Compensation Committee of
Diamond Mines, Inc. and former General Manager of Weipa a Director of Cliffs Natural Resources Inc. from 2006 through
Bauxite Operation of Comalco Aluminum. Awarded a 2013.
Bachelor’s Degree in Geology from Capital University and a
MBA from Frostburg State University.
Appendix B
MURRAY NYE
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CEO AND DIRECTOR
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acumen were an asset in the formation of key relationships
within the financial community which enhanced the
advancement of RX Exploration within North America and
Europe. Murray along with Mike Gunsinger were responsible
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for acquiring, permitting and hiring key personnel to explore
and develop the Drumlummon Mine. The market cap
increased from $1.5 million to approx. $80 million after the
company successfully put the historic mine into pilot
production. The team accomplished this while coming on
time and on budget.
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FREDERICH VOELKER
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investment process while lowering risk to investors in ways that
in terms of transparency, liquidity, ease of transfer, and price
were not possible for early stage projects. In order to conduct an
discovery.
ICO, a digital coin or token on top of a blockchain* is created.
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HISTORY OF BLOCKCHAIN AND INITIAL
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COIN OFFERINGS (ICO)
The concept of a peer to peer cryptocurrency and the
ICOs have been around since 2013, with Mastercoin as the first ICO in
technology behind it have built the foundations for new
August of 2013. While the initial ICO, originally called a “Token
financial innovations, such as decentralized applications and
Crowdsale”, was developed on top of the Bitcoin blockchain, ICOs
peer to peer tokens.
only became a commonly used financial instrument in 2016 with the
Appendix AAppendix B
OREXT • 8
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Mining Background
Orext ICO (ORX) Details
which have the potential to increase in value. The Orext token is a securities token offered under onshore and
offshore exemptions from U.S. registration requirements. For the initial sale, U.S. accredited investors and all non-U.S. investors,
Orext ICO
PAYOUTS
This Token has the unique quality of paying dividends to Token All payouts will be made in Ether. Company management
holders. The Orext token takes some of the best attributes of holding Tokens will not receive a payout (or will return
Abs t r ac t
outstanding tokens at a price equal to the fair market value of Tokens be more than 3 % of the total issued and outstanding
ORXat the time of the Call, which amount shall be no greater Tokens, and in no event will the holders of those Tokens be able
than thirty-five (35) times the ICO offering price. The to trade, exchange or transfer them for twelve months after their
Mining Background
Company, has the right to exercise this Call any time after an issuance. The Company may also hold back less than one half
amount equal to one hundred and forty percent (140%) of the of one percent of the ICO issued Tokens to use for
price per Token set at the ICO has been paid out, but no promotions, advertising or the like.
sooner than seven (7) years from the date of the ICO closing.
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The Orext ICO is an opportunity for investors around
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the world to participate in the
Company’s revenue generation at the Alamo, Van
Deeman and Frisco mine through ownership of Tokens,
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and all non-U.S. investors, subject to their local laws, will
be eligible for participation in the Orext token sale.
USE OF FUNDS:
VAN DEEMAN 6M
TOTAL: 21M
GR O S S P O T E N T I A L R E C O V E R Y
ALAMO: 10M
FRISCO: 5M
OREXT • 12 Abs t r ac t Mining Background Company Over v iew ICO Over v iew Orext ICO Mine F inancial Over v iew Appendix A Appendix B
OREXT • 12.5 Abs t r ac t Mining Background Company Over v iew ICO Over v iew Orext ICO Mine F inancial Over v iew Appendix A Appendix B
OREXT • 13
Abs t r ac t
Mining Background
Company Over v iew
ICO Over v iew
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Mine F inancial Over v iew
Appendix A
This Pro Forma is provided for illustrative purposes only and is not
consistent with any accounting principles. References to gold, gold
Appendix B
OREXT • 14
Security Token ICO
I. PROCEDURES, TECHNOLOGY & SECURIT Y
PROCEDURES
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atching the news and seeing hackers attempt to disrupt almost anything on the Internet, it is no surprise that security is a major
consideration for businesses, system developers and investors. The purpose of security is to ensure the confidentiality of data and the
integrity of operations, and enable confidence in those systems we use to deliver ICOs. Here we delve into some of the details for how
Mining Background
security is integrated into the Orext ICO. First security incorporated into the underlying blockchain technology is discussed and then
the security architecture upon which that technology is implemented.
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copies of the electronic ledger upon which the blockchain uses,
authorized changes are allow to the data being processed and
one can verify any entry at any time and ensure the integrity of all
the underlying systems and applications. Likewise, when
transactions. This is referred to as consensus security since
implementing blockchain technologies we only want authorized
cryptography is that it provides both data confidentiality and transparency and auditability of all transactions, and thus
integrity. Asymmetric cryptographic systems or protocols are integrity and immutability.
well understood and have been evaluated and found to be
Appendix B
OREXT • 15
Ethereum is a blockchain network sometimes referred to as an
ecosystem. The most common aspect of Ethereum is the
ERC20 token standard. Standards provide greater
interoperability and are typically well vetted and thus enable application code and system upon which it runs. For this
strong security and integrity. The standard provides the reason, a strong security architecture and operational security are
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common rules for the issuance of cryptographic tokens used for critical. For example, if a developer created a poor or flawed
smart contracts and ICOs. As a standard Ethereum relies upon implementation of the standard in their application one would
the security of the rely upon strong operational security procedures such as quality
Mining Background
assurance and change control to identify those flawed before
they could be deployed.
Ethereum Wallet
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An Ethereum wallet is used to store and manage tokens. As implements a security architecture as described below.
with a physical wallet that one uses to hold their everyday cash
wallet. This means that wherever a wallet exists, there should be This provides a greater level of control over their wallet but if
controls implemented such as, physical access controls, an one is not technically savvy and loses or corrupts the wallet, they
authentication and access control process and a means to then could lose their tokens.
Appendix B
OREXT • 16
system, the cryptographic operations performed to verify a
Whether ICOs or Bitcoins the reliance on blockchain requires transaction should be carried out within a tamper resistant
that all processing be performed within the secure confines of a security module or TRSM. This is to ensure the confidentiality
security architecture. This is to ensure that all data and and integrity of all data processed within it. A TRSM
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processing resources such as coins, cryptographic keys, user is also referred to as a Hardware Security Module or HSM and
passwords, application code and system configuration is considered the industry standard for performing sensitive
information are generated, processed and stored in a secure functions such verifying blockchain transactions. In
Mining Background
manner, in all locations including the wallet, ICO application, all conjunction with a TRSM a comprehensive key management
systems, storage devices and networks. process should be implemented. This is to ensure that the
A security architecture is simply the implementation of cryptographic keys used to generate and verify transactions are
hardware, software and operational security controls working in free from disclosure or modification. Note that a secure coin
conjunction. Components of a security architecture includes wallet should have similar characteristics as a TRSM in that
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The ICO application and its web interface, manager) that is hardened and minimized and implements a
when built upon a secure architecture and using strong least privilege model for access to administrative functions.
operational security will itself provide a secure platform for Additionally, the actual blockchain application is secured by
OREXT • 17
Another example was CoinDash. Like Enigma, CoinDash had
Blockchain based technologies such as an ICO are extremely their website hacked and attackers were able to misdirect $7
secure. The technologies are very mature and have been well million in cyber currency. The attackers basically tricked users
vetted over time. Discussing hacking and attacks against by modifying the Ethereum address for the ICO so funds went
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blockchain technologies is important as we can always learn to their own wallets instead of CoinDash’s. Note as with
something from how an adversary might possibly attempt an Enigma, the underlying ICO technology was not compromised.
attack. Understanding an adversary’s motives and techniques Rather, it appears basic security hygiene was not implemented,
Mining Background
enables us to build more secure systems. Here we discuss and this allowed attackers to corrupt CoinDash’s website.
some of the attacks that have been made against ICOs (or
One last attack should be mentioned. The Parity wallet hack.
rather company’s websites). The critical point here is that with
This hack is important to understand as it was an attack that
a well design security architecture as a foundation and solid
took advantage of a vulnerability in the program or code of the
operational security practices in place, attacks and their
Parity wallet. A vulnerability is an inherent flaw in software and
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scammed of the Ether coins.
I
n accordance with The Securities Act of 1933, ORO BUENO CORPORATION, will employ the following
to remain in compliance with jurisdictional
regulation and provide investor protections:
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K n o w -Yo u r - C u s t o m e r
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Tr a n s p a re n c y
( “ K YC ” )
To keep investors informed of the status of the mining
Due Diligen c e operations, the Company will provide reasonable
reporting concerning milestones and an annual report
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Proper Disclosures
Appendix A
Appendix B
OREXT • 19
III. MINE RISK FACTORS
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These factors are beyond the Company’s control and are
The Company’s revenues will have derived primarily from the sale
impossible to predict. If the market prices for gold falls below the
of gold. As a result, the Company’s earnings will be directly
Mining Background
costs to produce it for
related to the prices of this precious metal. Gold prices fluctuate
a sustained period, the Company may have to discontinue its
widely and are affected by numerous factors including:
exploration, development or mining operations.
• expectations for inflation;
• speculative activities;
• relative exchange rate of the U.S. dollar;
• global and regional demand and production;
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Before it can begin a development project, the Company must first • capital and operating costs of a development project;
determine whether it is economically feasible to do so. • future metals prices;
This determination will be based on estimates • comparable facility and equipment costs; and
of several factors, including: • anticipated climate conditions.
OREXT • 20
the mining industry.
The Company’s business will be subject to a number of For some of these risks, the Company plans to maintain
risks and hazards including: insurance to protect against losses at levels consistent with
• environmental hazards; industry practice. However, the Company may not be able to
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• political and country risks; maintain this insurance, particularly if there is a significant
• industrial accidents; increase in the cost of premiums. Insurance against
• labor disputes; environmental risks may generally be either unavailable or too
Mining Background
• unusual or unexpected geologic formations; expensive, in which case the Company would not maintain
• cave-ins; environmental insurance. To the extent the Company is subject
• explosive rock failures; and to environmental liabilities, it would have to pay for these
• flooding and periodic interruptions due to inclement liabilities. Moreover, in the event that the Company is unable to
or hazardous weather conditions. fully pay for the cost
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The company will be required to obtain government
permits to conduc t mining operations.
costly undertakings. The duration and success of efforts to exceed those previously estimated. It is possible that the costs
Appendix A
obtain permits will be contingent upon many variables not and delays associated with the compliance with such standards
within the Company’s control. Obtaining environmental and regulations could become so significant that the Company
would not proceed with the development or operation of a
protection permits, including the approval of reclamation
mine or mines.
Appendix B
OREXT • 21
The Company’s business is subject to extensive federal, state and liabilities. The amount of the financial assurances and the
local laws and regulations governing development, production, amount required to be set aside as collateral for financial
labor standards, occupational health, waste disposal, use of assurances are dependent upon many factors, including
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toxic substances, environmental regulations, mine safety and reclamation cost estimates. The Company may be unable to
other matters. maintain the financial assurances that may be required.
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The Company may be required to maintain reserves for costs From time to time, the U.S. Congress considers proposed
associated with mine closure, reclamation of land and other amendments to the General Mining Law of 1872, as amended,
environmental matters. Future expenditures related to closure, which governs mining claims and related activities on federal
reclamation and environmental expenditures are difficult to lands. Legislation previously introduced in Congress would
estimate due to: have changed the current patent procedures, imposed certain
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be in place for certain environmental and reclamation
obligations and other potential
OREXT • 22
ADDITIONAL DISCLOSURES
ryptocurrency is not legal tender, is not backed by the government, and accounts and value balances are not subject to Federal
Deposit Insurance Corporation or Securities
Investor Protection Corporation protections. There is substantial uncertainty surrounding the current and future regulation of
Cryptocurrencies and Token markets.
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Mining Background
Regulation in the United States
Many U.S. states have either brought enforcement actions or related businesses from registration under the Texas Money
introduced legislation regarding Cryptocurrency regulation, Services Act, albeit with abundant exceptions. Arizona has
with widely varied approaches and results. New York, passed legislation providing for enforceability of ‘smart
California, and Texas agencies have all issued opinions, contracts’
Foreign Regulation
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It may be now, or become in the future, illegal to buy, hold, sell, (United States, where regulation has emerged from a patchwork
or use bitcoins or other Tokens in one or more countries. One of decisions by multiple regulatory bodies); simple illegality
or more countries have or may in the future adopt, alter, or (Nigeria & Macau have banned all banks and other financial
OREXT • 23
• Transactions in cryptocurrency may be irreversible, and, • There is no assurance that a person who accepts a
accordingly, losses due to fraudulent or accidental transactions cryptocurrency as payment today will continue to do so in the
may not be recoverable. future.
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• Some cryptocurrency transactions shall be deemed to be made • The volatility and unpredictability of the price of
when recorded on a public ledger, which is not necessarily cryptocurrency relative to fiat currency may result in
the date or time that the customer initiates the transaction. significant loss over a short period of time.
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• The value of cryptocurrency may be derived from the • The nature of cryptocurrency may lead to an increased risk of
continued willingness of market participants to exchange fiat fraud or cyber-attack.
currency for cryptocurrency, which may result in the
potential for permanent and total loss of value of a
cryptocurrency should the market for that virtual currency
Abs t r ac t
THINGS, THAT IT IS A SUITABLE INVESTOR WITHIN THE MEANING OF
IT IS THE RESPONSIBILITY OF ANY PERSONS WISHING TO PURCHASE
APPLICABLE FEDERAL SECURITIES LAWS AND THAT IT IS ACQUIRING
THE SECURITIES DESCRIBED IN THIS WHITE PAPER TO INFORM
THE TOKENS PURCHASED BY IT FOR INVESTMENT PURPOSES ONLY
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THEMSELVES OF AND TO OBSERVE ALL APPLICABLE LAWS AND
AND NOT WITH A VIEW FOR RESALE OR DISTRIBUTION. THERE IS NO
REGULATIONS OF ANY RELEVANT JURISDICTIONS. PROSPECTIVE
PUBLIC MARKET FOR THE UNITS, AND NO SUCH MARKET MAY EVER
INVESTORS SHOULD INFORM THEMSELVES AS TO THE LEGAL
DEVELOP. THE TOKENS ARE SUBJECT TO RESTRICTIONS ON
REQUIREMENTS AND TAX CONSEQUENCES WITHIN THE COUNTRIES OF
TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR
THEIR CITIZENSHIP, RESIDENCE, DOMICILE AND PLACE OF BUSINESS
RESOLD EXCEPT AS PERMITTED UNDER THE SMART CONTRACT
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PERSONS WHERE AND
MEET THE REQUIREMENTS SET FORTH BELOW UNDER “INVESTOR
TO WHOM THEY LAWFULLY MAY BE OFFERED FOR
SUITABILITY STANDARDS”, HAVE NO NEED FOR LIQUIDITY FROM THE
SALE. THIS MEMORANDUM DOES NOT CONSTITUTE
INVESTMENT, ARE ABLE TO BEAR THE POSSIBLE LOSS OF THEIR ENTIRE
AN OFFER TO SUBSCRIBE FOR SECURITIES EXCEPT