Kainantu Resources Closes Oversubscribed and Upsized $2.77 Million Private Placement Financing
KAINANTU RESOURCES CLOSES
OVERSUBSCRIBED AND UPSIZED $2.77
MILLION PRIVATE PLACEMENT FINANCING
/NOT FOR DISTRIBUTION TO
UNITED STATES
NEWSWIRE SERVICES OR FOR RELEASE,
PUBLICATION, DISTRIBUTION, DISSEMINATION, DIRECTLY OR INDIRECTLY IN OR INTO
THE
UNITED STATES
/
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.
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For further information:
Kainantu Resources: Matthew Salthouse, Chief Executive Officer (Tel: +
65 8318 8125); Callum Jones, Corporate Development Co-ordinator (Tel: + 61 450 969 697); Email:
[email protected]; IR / Financial PR Europe: Camarco, Gordon Poole / Nick Hennis, Tel: +44(0) 20
3757 4980; Financial PR North America: Jemini Capital, Kevin Shum / Jerry Huang,
[email protected], Tel: +1 (212) 219-4680 | +1 (647) 725-3888 ext 702
CO: Kainantu Resources Ltd.
CNW 21:17e 21-JAN-22