Kincora consolidates NSW portfolio ownership, conducts captial raising
Kincora consolidates NSW portfolio ownership, conducts captial raising (July 31st, 2023) 1
Website: www.kincoracopper.com Email: [email protected]
Kincora consolidates NSW
portfolio ownership,
conducts capital raising
• Kincora secures 100% interest in all NSW projects
o Acquisition of RareX Limited’s (“RareX”) carried 35% asset level interest s in the
Trundle, Fairholme, Jemalong, Cundumbul and Condobolin licenses for 40m
Kincora Chess Depositary Interests ( “CDIs”) and a 1% Net Smelter Return Royalty
(“NSR”)
• Binding commitments for oversubscribed A$2m private placement
o Lead from largest shareholder, Big Ben Holdings Pty Limited , subscribing for 10.4m
Kincora CDIs
o Further 30.2m CDIs to be placed with professional and sophisticated investors
• Experienced resource executive Jeremy Robinson to join Kincora’s board
Melbourne, Australia — July 31st, 2023
Kincora President & CEO, Sam Spring, and chair, Cameron McRae, commented:
“These transactions significantly increase the strategic value of, and funding options
for, our NSW project portfolio and strengthen Kincora’s balance sheet.
Kincora will hold 100% ownership in 8 projects , covering 2,3 67km2 in highly
prospective settings within world -class gold-copper mineral belts in a Tier -1
jurisdiction.
Coupled with the oversubscribed A$2m raising, the Company is in a strong position to
both extend high priority drilling and accelerate ongoing asset level partner
discussions at a time w here we are seeing very significant corporate activity in our
district.
We are very pleased to welcome experienced resource director and executive Jeremy
Robinson to Kincora’s board and a number of new professional investors to the
register.”
Jeremy Robinson, founder and chairman of RareX, and incoming Kincora board member, said:
“RareX is a big believer in Kincora’s NSW portfolio and industry leading technical
team as evidenced by us becoming significant shareholders and converting our asset
level interests. We expect these transactions to be a real catalyst to accelerate ongoing
asset level partner discussions and also be a positive share price catalyst in the
immediate to longer term.
I a m personally very pleased to assist at the board level and support Kincora’s
endeavour to become a significant copper-gold player.”
Kincora consolidates NSW portfolio ownership, conducts captial raising (July 31st, 2023) 2
Website: www.kincoracopper.com Email: [email protected]
Acquisition
Kincora has executed a conditional agreement with RareX Limited (“RareX”) to acquire its
carried 35% asset level interests in the Trundle, Fairholme, Jemalong, Cundumbul and
Condobolin licenses on July 27, 2023. In consideration, the Company will issue 40m Chess
Depositary Interests (“CDIs”), at a deemed price of C$0.05 per CDI, and grant 1% NSR for the
vended licenses to RareX (the “RareX Transaction”).
The RareX Transaction is subject to:
(a) shareholder approval proposed to be obtained at an Annual General and Special
Meeting (“AGM”) to be convened in September;
(b) completion of the placement (described below) for an aggregate subscription amount of
not less than 30 million CDIs ($1.5m); and,
(c) the parties obtaining approvals required under the Mining Act 1992 (NSW).
Completion will result in Kincora securing a 100% interest in all of the Company’s NSW
projects.
Consolidating the project ownership and removing the existing carried interests increases the
strategic value of the NSW project portfolio. The portfolio already attracts interest from mid-
tier and industry majors.
The acquisition provides optionality for project level funding and is expected to support an
acceleration in ongoing asset level partner discussions at a time of increasing and very
significant corporate activities in the district from the exploration stages (eg AngloGold
Ashanti’s up to A$145m earn-in with Inflection Resources adjacent to Kincora’s Northern
Junee-Narromine Belt project) to producing mines (eg >A$1.3b sale of the CSA mine,
Newmont’s acquisition of Newcrest and earn-in agreement with Legacy Minerals, and, on-going
divestment process for the Northparkes mine).
Capital Raising
As part of the acquisition, Kincora has received firm commitments from professional and
sophisticated investors for a conditional placement to raise A$2 million via the issuance of 40.6
million new CDIs at A$0.05 per share (C$0.045), representing an 25.4% and 21% discount
respectively to the last closing price and 15 day VWAP of the Company’s CDI’s on the ASX prior
to the Company CDIs being placed in a trading halt on July 27, 2023 (“Brokered Placement”).
The Brokered Placement was oversubscribed and includes a one (1) for two (2) free-attaching
option exercisable at A$0.075 (C$0.065) and expiring 24-months from the issue (“Attaching
Options”).
A lead investor in the Brokered Placement was the Company’s largest shareholder, Big Ben
Holdings Pty Ltd (“BBH”) that subscribed for 10.4 million new CDIs (and 5.2 million Attaching
Options).
The proceeds from the placement will be used to continue ongoing drilling efforts across the
NSW project portfolio, support corporate development initiatives and for general working
capital purposes.
Morgans Corporate Ltd and Bridge Street Capital Partners Pty Ltd have acted as Joint Lead
Managers. Associated with the raising 7.5 million unquoted options will be issued at an exercise
price of $0.075 and expiring 24-months from the issue (“Broker Options”) and a cash fee will
be paid on funds raised. The Broker Options will be issued subject to shareholder approval to be
sought at the AGM referred to above.
Kincora consolidates NSW portfolio ownership, conducts captial raising (July 31st, 2023) 3
Website: www.kincoracopper.com Email: [email protected]
The CDI’s issued under the Brokered Placement are to be issued within existing capacity under
ASX Listing Rule 7.1/a and are subject to TSX Venture Exchange approval. The Attaching
Options and Broker Options are subject to shareholder approval at the AGM to be convened in
September and to TSX Venture Exchange approval.
Kincora’s board, management and BBH have each separately indicated their support for the
RareX Transaction and Brokered Placement, and, for the purposes of shareholder approvals at
the upcoming General Meeting are expected to represent an approximate cumulative
shareholding of 25%.
Board Appointment
Concurrent with the RareX Transaction, Mr. Jeremy Robinson has been invited to join
Kincora’s Board as a Non-Executive Director and member of the Company’s Remuneration
Committee.
Mr. Robinson is the founder and the current chair of RareX and brings to Kincora an extensive
track record of fund raising, corporate development and successful exploration, resource
growth and development stages in the junior sector.
Mr. Robinson has 18 years corporate finance experience both in investment firms and in-house,
having earned a Bachelor of Commerce from the University of Western Australia majoring in
Corporate Finance, Investment Finance and Marketing.
Vended RareX licenses
In January 2020, Kincora executed a binding agreement with RareX that provided for a controlling interest in a portfolio of 6
advanced to early stage copper-gold exploration licenses that have demonstrated mineralisation and strategic appeal. In March
2020, Kincora acquire a 65% interest in the respective licenses, becoming operator and sole funder of all further exploration until a
positive scoping study or preliminary economic assessment (“PEA”) was delivered on a license-by-license level basis. The July
2023 transaction with RareX sees Kincora increase its interest to 100% and remove the carried interest.
The vended Trundle (EL8222), Fairholme (EL6552 and EL6915), Jemalong (EL8502), Cundumbul (EL6661) and Condobolin
(EL7748) licenses all host demonstrated large scale mineral systems and are located in highly prospective settings on proven
mineral and mining belts of the Lachlan Fold Belt, in Central West NSW.
This portfolio has previously attracted investment from Newcrest, Goldfields, High Powered Exploration Inc. (now Ivanhoe
Electric), Kaizen Discovery, Mitsubishi Materials Corporation and Ramelius Resources Ltd., amongst others.
All most recent previous asset level counterparties withdrew within a 6-month period at the bottom of the previously commodity
price cycle. No drilling or follow up exploration of note had taken place until Kincora’s recent activities.
Consolidating the project ownership and removing the existing carried interests increases the strategic value of Kincora’s NSW
project portfolio. The portfolio already attracts current interest from mid-tier and industry majors.
RareX is listed on the ASX with the ticker “REE”, and is formerly known as Sagon Resources and Clancy Exploration Limited.
RareX is now focused on the development of its Cummins Range rare earths and Direct Shipping Ore (DSO) phosphate project
in Western Australia. Post the RareX Transaction and Placements, RareX is anticipated to increase its current shareholding in
Kincora from ~3% to ~18%.
This announcement has been authorised for release by the Board of Kincora Copper Limited (ARBN 645 457 763)
For further information please contact:
Sam Spring, President and Chief Executive Officer
[email protected] or +61431 329 345
Executive office Subsidiary office Australia
400 – 837 West Hastings Street Vista Australia (formerly Leydin Freyer Corp Pty Ltd)
Vancouver, BC V6C 3N6, Canada Level 4, 100 Albert Road
Tel: 1.604.283.1722 South Melbourne, Victoria 3205
Fax: 1.888.241.5996
Kincora consolidates NSW portfolio ownership, conducts captial raising (July 31st, 2023) 4
Website: www.kincoracopper.com Email: [email protected]
Forward-Looking Statements
Certain information regarding Kincora contained herein may constitute forward-looking statements within the
meaning of applicable securities laws. Forward-looking statements may include estimates, plans, expectations,
opinions, forecasts, projections, guidance or other statements that are not statements of fact. Although Kincora
believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance
that such expectations will prove to have been correct. Kincora cautions that actual performance will be affected by a
number of factors, most of which are beyond its control, and that future events and results may vary substantially
from what Kincora currently foresees. Factors that could cause actual results to differ materially from those in
forward-looking statements include market prices, exploitation and exploration results, continued availability of
capital and financing and general economic, market or business conditions. The forward-looking statements are
expressly qualified in their entirety by this cautionary statement. The information contained herein is stated as of the
current date and is subject to change after that date. Kincora does not assume the obligation to revise or update these
forward-looking statements, except as may be required under 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) or the Australian Securities Exchange accepts
responsibility for the adequacy or accuracy of this release.