Kerr Mines Inc. Announces Closing of Previously Announced Restructuring and Launches a New Website
September 22 2016 - 5:11PM
Kerr Mines Inc. (“
Kerr” or the
“
Company”) (TSX:KER), is pleased to announce that
it has closed the previously announced restructuring transactions
with various creditors to restructure amounts owing and to address
working capital deficiencies.
Further to the Company’s press release of August
25, 2016 (“August Press Release”), the Company has
now closed the following previously announced transactions:
- the issuance of 27,000,000 common shares in the capital of the
Company (“Common Shares”) to Trans Oceanic
Minerals Company Ltd (“Trans Oceanic”) with
respect to the conversion of the entire C$1,350,000 of principal
outstanding pursuant to a previously issued convertible promissory
note in December 2015 (the “TOMCL Debt
Conversion”);
- the issuance of 10,000,000 Common Shares to Trans Oceanic to
settle certain liabilities related to the restructuring initiatives
incurred by Trans Oceanic and payable by Kerr of $1,576,318 (the
“TOMCL Private Placement”);
- the issuance of 18,500,000 Common Shares to Braydon Capital
Corporation (“Braydon”) to convert C$1,500,000 of
principal outstanding under a previously issued promissory note
(the “Braydon Private Placement”); and
- the issuance of 1,000,000 Common Shares with Todd Morgan
(“Morgan”) to settle a portion of the aggregate of
$513,515.53 of indebtedness owed to Morgan (“Morgan
Settlement”).
Following the issuance of Common Shares pursuant
to the TOMCL Debt Conversion, TOMCL Private Placement, Braydon
Private Placement and Morgan Settlement an aggregate of 56,500,000
Common Shares has been issued by the Company to the various parties
and following such issuances the Company now has 190,968,865 issued
and outstanding Common Shares.
The Company has obtained the required
disinterested shareholder approval by way of a written consent in
lieu of a shareholders meeting as previously stated in the August
Press Release for the TOMCL Private Placement, Braydon Private
Placement and Morgan Settlement and have submitted the final
closing documents to the TSX for final approval.
The TOMCL Private Placement and Braydon Private
Placement constitutes a related party transaction within the
meaning of Multilateral Instrument 61-101 (“MI
61-101”) as insiders of the Company, namely Braydon, a
company controlled and owned by Claudio Ciavarella who is a
director of the Company, and Trans Oceanic, a company controlled by
Fahad Al Tamimi, the Company’s Chairman of the board of directors
(the “Board”), received an aggregate of 28,500,000
Common Shares under the respective transactions. The Company
is relying on the exemption from the formal valuation requirement
in section 5.5(a) of MI 61-101 and the exemption from the minority
approval requirement in section in section 5.7(1)(f) of MI 61-101
as a result of the transactions having a fair market value of less
than 25% of the Company’s market capitalization.
Website
Kerr Mines is pleased to announce it has
launched a new website. Details of the Board and the strategy
to focus and develop its core asset, the Copperstone Mine, is
available at www.kerrmines.com.
For further information contact:
This news release contains forward-looking
statements, including current expectations on the timing of the
commencement of production and the rate of production, if
commenced. These forward-looking statements entail various risks
and uncertainties that could cause actual results to differ
materially from those reflected in these forward-looking
statements. Such statements are based on current expectations, are
subject to a number of uncertainties and risks, and actual results
may differ materially from those contained in such statements.
These uncertainties and risks include, but are not limited to, the
strength of the Canadian economy; the price of gold; operational,
funding, and liquidity risks; the degree to which mineral resource
estimates are reflective of actual mineral resources; and the
degree to which factors which would make a mineral deposit
commercially viable are present; the risks and hazards associated
with underground operations. Risks and uncertainties about Kerr
Mines’ business are more fully discussed in the company's
disclosure materials, including its annual information form and
MD&A, filed with the securities regulatory authorities in
Canada and available at www.sedar.com and readers are urged to
read these materials. Kerr Mines assumes no obligation to update
any forward-looking statement or to update the reasons why actual
results could differ from such statements unless required by
law.
No stock exchange, securities commission or
other regulatory authority has approved or disapproved the
information contained herein.
Chris Hopkins
Interim President and CEO
Kerr Mines Inc.
Email: chopkins@kerrmines.com