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VANCOUVER, BC, Jan. 21, 2022 /CNW/ - Kainantu Resources Ltd.
(TSXV: KRL) (FSE: 6J0) ("KRL" or the "Company"), the Asia-Pacific focused gold mining company, is
pleased to announce that it has closed the second tranche of its
previously announced upsized private placement financing to raise
an aggregate of C$2.77 million (the
"Offering").
The Offering was originally announced on December 1, 2021, to raise gross proceeds of up
to C$1.5 million (with relevant
financing terms detailed in that announcement). Due to
oversubscriptions, the Offering was subsequently upsized to raise
aggregate gross proceeds of C$2.77
million, as most recently announced on January 20, 2022.
Under the second and final tranche of the Offering, the Company
has issued an aggregate of 6,118,667 units of the Company
(each, a "Unit") at a price of C$0.18
per Unit to raise gross proceeds of an aggregate of C$1,101,360. Each Unit is comprised of one
common share of the Company (each, a "Common Share") and one common
share purchase warrant (each, a "Warrant"), with each Warrant being
exercisable for one Common Share at an exercise price of
C$0.36 per Common Share at any time
up to 36 months following the closing date of the Offering, with
each Warrant being subject to acceleration in certain
circumstances.
Under the private placement, the Company has now issued a total
of 15,387,492 Units for aggregate gross proceeds of
C$2.77 million under the full
Offering (inclusive of the issuance of 9,268,825 Units on
January 4, 2022, to raise gross
proceeds of C$1,668,388 under the
first tranche of the Offering).
Matthew Salthouse, Chief
Executive Officer of Kainantu, commented:
"The oversubscribed financing is a testament to the
operational progress and value accretive acquisitions KRL has
executed in its first year of listing.
With the proceeds of the financing, KRL will continue to
drive exploration activities at KRL North and KRL South; where the
Company remains on track to delineate drilling targets at the East
Avanionfi and Yaoro Ridge prospects. KRL will also conduct
further studies on the copper and EV metal potential at its May
River Project, which sits within 10 km of the Frieda River Copper
Project, with a resource of 12Mt of copper and 19M oz of gold.
KRL is well positioned to generate strong shareholder returns
in 2022 given ongoing insider commitment, strong board and
management and local Asia-Pacific
on-the-ground expertise. I look forward to 2022 as KRL continues to
pursue our initiatives; with gold and copper forecast
to rally in the current inflationary environment."
Use of Proceeds
The net proceeds from the Offering are intended to be used, but
are not limited to, exploration programmes at KRL North and KRL
South leading to delineation of drilling targets, sampling and
technical reports for the May River Project, and general working
capital purposes.
Finder's Fees
In connection with the Offering, the Company previously
announced it may pay cash finder's fees equal to 6% of the gross
proceeds raised from purchasers introduced by such finders, and the
issuance of non-transferable compensation warrants ("Compensation
Warrants") equal to 6% of the number of Units purchased by
purchasers introduced by such finders. Each such Compensation
Warrant is exercisable for one Common Share at an exercise price of
C$0.36 per Common Share at any time
prior up to 36 months following the closing date of the Offering
and have been issued on substantially the same terms and conditions
as the Warrants, except that the Compensation Warrants will not be
subject to an acceleration clause.
The Company paid the following finder's fees and issued the
following Compensation Warrants to such finders under the second
and final tranche of the Offering:
Name of
Finder
|
Cash Finder's
Fees
|
Compensation
Warrants
|
CM-Equity
AG
|
$6,480.00
|
36,000
|
Canaccord Genuity
Corp.
|
$25,326.00
|
140,700
|
4Front Capital
Partners Inc.
|
$7,020.00
|
39,000
|
Jemini Capital
Inc.
|
$20,055.60
|
111,420
|
TOTAL
|
$58,881.60
|
327,120
|
All securities issued pursuant to the Offering, including Common
Shares issuable upon the exercise of Warrants or Compensation
Warrants, are and will be subject to a hold period of four months
and one day after the date of closing of the relevant tranche of
the Offering.
Multilateral Instrument 61-101 – Related Party
Transaction
Season Cove Limited ("Season Cove") participated in the first
tranche of the Offering and purchased 638,889 Units, for an
aggregate subscription of CA$115,000. Participation by Season Cove in the Offering constituted a
"related party transaction" for the Company within the meaning of
Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). MI 61-101 provides
exemptions from the requirements to obtain a formal valuation and
minority shareholder approval in connection with the participation
by Season Cove in the Offering, and
the Company has relied on the exemptions available in sections
5.5(a) and 5.7(1)(a) of MI 61-101.
About Kainantu Resources (KRL)
KRL is an Asia-Pacific focused
gold mining company with two highly prospective gold projects, KRL
South and KRL North, in a premier mining region, the high-grade
Kainantu Gold District of Papua New
Guinea which is famous for one of the newest and highest
grading gold mines K92 Mining (9 g/t head grade).
Both of KRL's projects show potential to host high-grade
epithermal and porphyry mineralization, as seen elsewhere in the
district. KRL has a highly experienced board and management team,
with a proven track record of working together in the region; and
an established in-country partner in Asia Pacific Energy Ventures
(APEV).
Neither the TSX-V nor its Regulation Services Provider (as
that term is defined in the policies of the TSX-V) accepts
responsibility for the adequacy or accuracy of this
release.
Disclaimer and Forward-Looking Information
Mineralization hosted on adjacent and/or nearby properties is
not necessarily indicative of mineralization hosted on the
Company's property. Statements contained in this release that are
not historical facts are forward-looking statements that involve
various risks and uncertainty affecting the business of KRL. In
making the forward-looking statements, KRL has applied certain
assumptions that are based on information available, including
KRL's strategic plan for the near and mid-term. There can be no
assurance that such information will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on forward-looking information. KRL does not
undertake to update any forward-looking information, except in
accordance with applicable securities laws.
Certain of the statements made and information provided in
this press release are forward-looking information within the
meaning of applicable Canadian securities laws. Often, these
forward-looking information can be identified by the use of words
such as "plans", "expects", "is expected", "budget", "continue",
"projected", "scheduled", "estimates", "forecasts", "intends",
"anticipates", or "believes" or the negatives thereof or variations
of such words and phrases or statements that certain actions,
events or results "may", "could", "would", "might" or "will" be
taken, occur or be achieved.
Forward-looking information contained in this release
include, but are not limited to, statements or information with
respect to: the Offering, the Company's ability to close the
Offering and the use of proceeds from the Offering.
Forward-looking information by its nature is based on
assumptions and involves known and unknown risks, market
uncertainties and other factors, which may cause the actual
results, performance or achievements of the Company to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking
information.
We have made certain assumptions about the forward-looking
information. Even though our management believes that the
assumptions made and the expectations represented by such
information are reasonable, there can be no assurance that the
forward-looking statement or information will prove to be accurate.
Many assumptions may be difficult to predict and are beyond our
control.
Furthermore, should one or more of the risks, uncertainties
or other factors materialize, or should underlying assumptions
prove incorrect, actual results may vary materially from those
described in forward-looking statements or information. These
risks, uncertainties and other factors include, among others:
global outbreaks of infectious diseases, including COVID-19;
geopolitical and economic climate (global and local), risks related
to mineral tenure and permits; commodity price volatility;
information technology systems risks; continued softening of the
global market; risks regarding potential and pending litigation and
arbitration proceedings relating to our business, properties and
operations; mining operational and development risk; financing
risks; foreign country operational risks; risks of sovereign
investment; regulatory risks and liabilities including
environmental regulatory restrictions and liability; mineral
reserves and resources and metallurgical testing and recoveries;
additional funding requirements; currency fluctuations; community
and non-governmental organization actions; speculative nature of
exploration; dilution; share price volatility and the price of our
common shares; competition; loss of key employees; and defective
title to mineral claims or properties, as well as those risk
factors discussed in the sections titled "Forward-Looking
Information" and "Risk Factors" in the Company's Filing Statement
dated October 28, 2020. The reader is
directed to carefully review the detailed risk discussion in our
Listing Statement filed on SEDAR under our Company name, which
discussion is incorporated by reference in this release, for a
fuller understanding of the risks and uncertainties that affect the
Company's business and operations.
There can be no assurance that forward-looking information
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
Accordingly, you should not place undue reliance on the
forward-looking information contained herein. Except as required by
law, we do not expect to update forward-looking statements and
information continually as conditions change
SOURCE Kainantu Resources Ltd.