All figures in Canadian dollars.
VANCOUVER, May 23, 2019 /CNW/ - KORE Mining Ltd. (TSXV:
KORE) ("KORE" or the "Company") is pleased to
announce that it has closed its previously announced investment
("Investment") by Macquarie Bank Ltd. and its affiliates
(collectively "Macquarie") and has increased total proceeds
to the Company to $4,300,000. The
Company will issue an additional 1,200,000 common shares for a
total issuance of 7,200,000 common shares at a price of
$0.25 per common share (the
"Financing").
Investment Highlights
- As part of the Investment, Macquarie will subscribe for
6,000,000 common shares of Kore and acquire a 1% NSR royalty (the
"Macquarie Royalty") on the Imperial Project.
- Provides funding for KORE to advance permitting of the Imperial
Project, generating a compelling investment opportunity with
proximity to existing operations.
- Includes provisions for certain rights for Macquarie to provide
project development financing.
- Kore maintains a right to buy back the Macquarie Royalty on the
following terms:
i) within 6 months of the
closing date for the Macquarie Royalty, if the Company is acquired
at a price of no less than $0.75 per
share, the Company may buy back the Macquarie Royalty for
$4,750,000; or
ii) within greater than 6
months but less than 12 months of the closing date for the
Macquarie Royalty, if the Company is acquired at a price of no less
than $1.00 per share, the Company may
buy back the Macquarie Royalty for $6,750,000.
The common shares issued under the Financing will be subject to
a hold period that will restrict transfer of such shares until
September 23, 2019, other than
transfers permitted under applicable securities laws. A fee of
$80,000 was paid to PI Financial
Corp. who acted as financial advisor in connection with the
transaction.
About Macquarie
Macquarie is a global leader in providing financing to the
resources sector. Macquarie Bank Limited is part of Macquarie
Group, a global provider of banking, financial, advisory,
investment and funds management services. Founded in 1969,
Macquarie employs over 15,700 people and has assets under
management of AUD$551.3 billion (as of March
31, 2019).
About KORE
KORE is a development stage company that offers exposure to
precious metals exploration and development in North America, with a corporate strategy
focused on advancing its California development and British Columbia advanced exploration stage
projects.
KORE owns a 100% interest in the Imperial gold development project
("Imperial"), located on Bureau of Land Management (BLM)
administered land in a current mining district of Imperial County, California, USA. Imperial is approximately 17km SSE of the
operating Mesquite Mine recently acquired by Equinox Gold (TSXV:
EQX) for US$158 million. Imperial boasts excellent access and
infrastructure.
This news release does not constitute an offer to sell or a
solicitation of an offer to sell any KORE common shares in
the United States. The KORE common
shares to be issued in connection with the Financing have not been
and will not be registered under the
United States Securities Act of 1933, as amended (the
"U.S. Securities Act"), or any state securities laws and may
not be offered or sold within the United
States or to U.S. persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration is available.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
Cautionary
Statement Regarding Adjacent Properties and Forward-Looking
Information
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This news release
contains forward-looking statements relating to the future
operations of the Company and other statements that are not
historical facts. Forward-looking statements are often identified
by terms such as "will", "may", "should", "anticipate", "expects"
and similar expressions. All statements other than statements of
historical fact, included in this release, including, without
limitation, statements regarding the future plans and objectives of
the Company are forward-looking statements that involve risks and
uncertainties. There can be no assurance that such statements will
prove to be accurate and actual results and future events could
differ materially from those anticipated in such statements. Such
factors include, but are not limited to: uncertainties
related exploration and development; the ability to raise
sufficient capital to fund exploration and development; changes in
economic conditions or financial markets; increases in input costs;
litigation, legislative, environmental and other judicial,
regulatory, political and competitive developments; technological
or operational difficulties or inability to obtain permits
encountered in connection with exploration activities; and labor
relations matters. This list is not exhaustive of the factors that
may affect the Company's forward-looking information.
Important factors that could cause actual results to differ
materially from the Company's expectations also include risks
detailed from time to time in the filings made by the Company with
securities regulations.
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The reader is
cautioned that assumptions used in the preparation of any
forward-looking information may prove to be incorrect. Events or
circumstances may cause actual results to differ materially from
those predicted, as a result of numerous known and unknown risks,
uncertainties, and other factors, many of which are beyond the
control of the Company. The reader is cautioned not to place undue
reliance on any forward-looking information. Such information,
although considered reasonable by management at the time of
preparation, may prove to be incorrect and actual results may
differ materially from those anticipated. Forward-looking
statements contained in this news release are expressly qualified
by this cautionary statement. The forward-looking statements
contained in this news release are made as of the date of this news
release and the Company will update or revise publicly any of the
included forward-looking statements as expressly required by
Canadian securities law.
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SOURCE Kore Mining