Kairos Announces Private Placement, Gypsy Swap, Appointment of Director, Stock Option Grant and Additional Claims Acquisitions
KAIROS ANNOUNCES PRIVATE PLACEMENT, GYPSY SWAP, APPOINTMENT OF DIRECTOR, STOCK
OPTION GRANT AND ADDITIONAL CLAIMS ACQUISITIONS
Not for distribution to U.S. news wire services or dissemination in the United States.
TSX Venture Exchange: “KRS” FOR IMMEDIATE RELEASE
Private Placement and Gypsy Swap
CALGARY, ALBERTA February 16, 2017 – Kairos Capital Corporation (“Kairos” or the “Corporation”) is pleased to
announce that it intends to complete a non -brokered private placement (the " Private Placement ") of up to
10,000,000 common shares (“Common Shares ”) of Kairos at a price of $0. 20 per Common S hare for gross
proceeds to the Corporation of up to $ 2,000,000. The Corporation will use the proceeds from the Private Placement
for general working capital and to fund continued development and exploration activities on its Lithium properties in
Chile. The Common S hares issued pursuant to the Private Placement will be subject to a four month hold period
from the date of closing.
As part of the Private Placement an officer of the C orporation (the " Insider") has arranged for the sale of up to
4,000,000 Common Shares of the Insider’s personal holdings at a price in context with the market through the
facilities of the TSX Venture Exchange Inc. (the “ TSXV”) (the " Swap"). The Insider intends to use 100% of the
proceeds from the Swap to participate in the Private Placement . The Private Placement and the Swap remains
subject to the approval of the TSXV.
Kairos may engage agents in connection with the Private Placement and in connection there with wil l pay a cash
commission equal to 7% of the proceeds of the Private Placement, excluding the Insider’s subscription . Agents will
also receive warrants equal to 5% of the number of Common Shares issued under the Private Placement, excluding
the Insider’s subscription. Each warrant will e ntitle the holder to acquire a Common S hare for a price of $0.25 for a
period of one year. Commission payments and the issuance of warrants remain subject to TSXV approval.
Appointment of New Director
Kairos is pleased to announce the appointment , subject to approval by the TSXV, of Mr. Ken Booth as a director of
the Corporation. Mr. Booth is a corporate executive and advisor with over 30 years of experience in the mining
industry. Mr. Booth is a Director and the Chief Executive Officer of Gitennes Exploration Inc. (“Gitennes”) since
February of 2012. Previously, Mr. Booth has served as Chief Executive Officer of Redstar Gold Corporation, Invenio
Resources Corp., Aurcana Corporation and Santoy Resources. In addition to his role as officer and director of
Gitennes he works with Highwood Advisory Services Inc. providing financial consulting in relation to equity financings,
mergers and acquisitions and public company management. Mr. Booth has an extensive corporate finance
background having served as a Vice President of Investment Bankin g at both RBC Domini on Securities Inc. and
Nesbit Burns Inc. Mr. Booth obtained his bachelor of science with a major in geology from Carleton University in
1983 and an M.B.A. from St. Mary’s University in 1988 . Mr. Booth has completed the Canadian Securit ies Course
(1987) and the Partners, Directors and Senior Officers Course (1995) both with the Canadian Securities Institute.
Grant of Stock Options
Kairos also announces that it intends to grant 4,000,000 stock options to purchase Common S hares of the
Corporation at a price of $0.25 per share to key employees, consultants, directors and officers. The stock options will
have a 5 year term and will vest over a 3 year period. The grant remains subject to TSXV approval.
Additional Claim Acquisitions
Kairos is also pleased to be able to confirm that it has secured claims on two additional salars within Chile which
management believes are highly prospective for lithium brine accumulations.
The first claim block involves 5,600 ha directly within the Salar de Atacama approximately 15 Kilometers northeast of
the current lithium brine production areas.
The second claim block involves 2,000 ha covering the Laguna Helada complex which is located within the Andean
lithium enriched salar trend which also includes the Salar de Maricunga in Chile and the Salars Olaroz, Cauchari and
Hombre Muerto in Argentina.
Kairos intends to immediately commence initial sampling work to confirm historical data that is currently in Kairos’
possession which indicate the presence of significant concentrations of lithium in the brines known to exist on these
two new properties.
About Kairos
Kairos holds a significant Lithium property portfolio which now consists of approximately 34,200 hectares over 7
salars, all located entirely within Chile (the “ Lithium Claims ”). Preliminary sampling and assaying results from
shallow depth over the first 3 of the salars have been received and confirm management’s belief that the Lithium
Claims are highly prospective for economic lithium brine accumulations.
Reader Advisory
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is de fined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Forward Looking Statements
This news release may contain certain forward -looking information and forward -looking statements within the
meaning of applicable securities legislation ( collectively "forward-looking statements"). Generally, forward -looking
information can be identified by the use of forward-looking terminology such as "expects", "believes", "aims to", "plans
to" or "intends to" or variations of such words and phrases or s tatements that certain actions, events or results "will"
occur. In particular, this news release contains forward -looking statements relating to, among other things:
management of the Corporation's views regarding its existing properties and the Lithium Claims and the ability of the
Corporation to explore its existing properties and the Lithium Claims and statements pertaining to the Private
Placement and the Swap, including the Corporation’s ability to obtain necessary approvals from the TSXV.
Various material factors and assumptions are typically applied in drawing conclusions or making the forecasts or
projections set out in forward -looking statements. Those material factors and assumptions are based on information
currently available to the Corporation, including information obtained from third party industry analysts and other third
party sources. In some instances, material assumptions and material factors are presented elsewhere in this news
release in connection with the forward-looking statements. You are cautioned that the following list of material factors
and assumptions is not exhaustive. Specific material factors and assumptions include, but are not limited to: the
general stability of the economic and political environment in which the Corporation operates; the timely receipt of
required regulatory approvals; the ability of the Corporation to obtain future financing on acceptable terms; currency,
exchange and interest rates; operating costs; and the success the Corporation will have in exploring its prospects and
the results from such prospects. Accordingly, readers should not place undue reliance on forward-looking statements.
The Corporation does not undertake to update any forward -looking state ments herein, except as required by
applicable securities laws. All forward-looking statements contained in this press release are expressly qualified by
this cautionary statement.
For further information contact
Al Kroontje, President
Kairos Capital Corporation
#900, 903 – 8th Street SW
Calgary, Alberta T2P 0P7
(403) 607-4009; or via e mail: [email protected]
or:
Robert Gillies, CFO
(403) 829-8639 or via e mail: [email protected]