VANCOUVER, BC, July 22, 2020 /CNW/ - KORE Mining Ltd. (TSXV:
KORE) (OTCQB: KOREF) ("KORE" or the "Company")
is pleased to announce the closing of the first tranche of the
previously announced $7,500,000
non-brokered private placement consisting of 6,000,000 units at a
price of $1.00 per unit ("Non-FT
Units") and 1,000,000 units of flow through units at
$1.50 ("FT Units")
(collectively, the "Private Placement"). The first
tranche, which closed today, consists of the 6,000,000 Non-FT Units
for gross proceeds of $6,000,000,
with the second tranche of the financing expected to close on or
before July 29, 2020.
Scott Trebilcock, President and
CEO stated, "We are already putting Eric's funding to work.
At FG Gold in BC we have mobilized soil sampling on 10 kilometres
of un-explored strike and have extended drilling with a planned
5,000 additional meters. At Imperial regional exploration
soils and geophysics targeting work is underway in parallel with
permitting the follow-on drill programs at Imperial and
Long Valley. KORE's objective
is to be continuously drilling across our portfolio for the
foreseeable future."
Eric Sprott commented, "KORE owns
100% of three district scale gold projects, all with shallow
high-quality drill targets. With this financing,
the Imperial PEA and the resources in the ground to back-stop
value, KORE is set up to deliver out-sized returns and I have
positioned myself as their largest shareholder."
Eric Sprott, through 2176423
Ontario Ltd., a corporation beneficially owned by him, purchased
6,000,000 Non-FT Units for total consideration of $6,000,000. Prior to the close of this first
tranche of the Private Placement, Mr. Sprott beneficially owned and
controlled 20,318,444 Shares, representing approximately 20.7% of
the outstanding shares. Mr. Sprott now beneficially owns and
controls 26,318,444 shares and 3,000,000 warrants, representing
approximately 25.3% of the outstanding shares and 27.4% on a
partially diluted basis assuming exercise of the warrants.
The Non-FT Units were acquired by Mr. Sprott, through 2176423
Ontario for investment purposes. Mr. Sprott has a long-term view of
the investment and may acquire additional securities of KORE
including on the open market or through private acquisitions or
sell securities of KORE, including on the open market or through
private dispositions in the future depending on market conditions,
reformulation of plans and/or other relevant factors.
A copy of 2176423 Ontario's early warning report will appear on
KORE's profile on SEDAR at www.sedar.com and may also be
obtained by calling Mr. Sprott's office (416) 945-3294 (200
Bay Street, Suite 2600, Royal Bank Plaza, South Tower, Toronto, Ontario M5J 2J1). All
securities to be issued pursuant to the Private Placement are
subject to a four month hold period and for the securities issued
under the first tranche, will expire on November 23, 2020.
The participation of Mr. Sprott as a subscriber in the Private
Placement is considered to be a "related party transaction" for the
purposes of TSXV Policy 5.9 and Multilateral Instrument 61-101
Protection of Minority Securityholders ("MI
61-101"). Mr. Sprott is a "related party" of the
Company under MI 61-101 by virtue of his existing level of indirect
share ownership. The Company is relying on the exemptions
from the formal valuation requirement set out in section 5.5(c) of
MI 61-101 on the basis that the Private Placement is a distribution
of the Company's securities for cash consideration, and neither the
Company, nor to the knowledge of the Company after reasonable
inquiry, Mr. Sprott had knowledge of any material information
concerning the Company or the securities of the Company that was
not generally disclosed at the time at which the Private Placement
was agreed between the parties. The Company has met the
minority shareholder approval requirements in section 5.6 of MI
61-101 in receiving signed consents from more than 50% of its
minority shareholders in approving the Private Placement. The
Company did not file the material change report more than 21 days
before the expected closing date of the Private Placement as the
details of the Private Placement and the participation therein by
the related party was not settled until prior to closing and the
Company wishes to close the Private Placement on an expedited basis
as it is reasonable and necessary in light of the need to obtain
financing on a timely basis.
KORE has paid a finder's fee to PI Financial in the amount of
$375,000 in connection with the
Private Placement. The net proceeds of the first tranche of the
Private Placement are expected to advance KORE's 100% owned gold
portfolio including Imperial (California), FG Gold (BC) and Long Valley (California) as well as for general corporate
and working capital purpose.
Details of the Private Placement were previously announced on
June 29, 2020.
Warrant Acceleration Update
Over two thirds of the accelerated warrants expiry announced
on July 13, 2020 have been
exercised and less than 700,000 remain outstanding. Holders
are reminded that they may exercise the warrants before
4:00 p.m. EST on August 12, 2020.
About KORE
KORE is 100% owner of a portfolio of advanced gold
exploration and development assets in California and British Columbia. KORE,
supported by strategic investors Eric
Sprott and Macquarie Bank; and insiders, including
management and Board, own 64% of the basic shares outstanding.
On behalf of KORE Mining Ltd
"Scott
Trebilcock"
Chief Executive Officer
(888) 407-5450
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
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. Such forward-looking
statements, and any assumptions upon which they are based, are made
in good faith and reflect our current judgment regarding the
direction of our business. Management believes that these
assumptions are reasonable. Forward looking information involves
known and unknown risks, 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 the
forward-looking information. For further information on the
Company's Imperial Project, please see the Company's NI 43-101
Technical Report titled "Preliminary Economic Assessment -
Technical Report Imperial Gold Project" effective as of
April 6, 2020 and issued on
May 19, 2020, filed on the Company's
website and also available under the Company's issuer profile on
www.sedar.com.
Such factors include, among others: risks related to
exploration and development activities at the Company's projects,
and factors relating to whether or not mineralization extraction
will be commercially viable; risks related to mining
operations and the hazards and risks normally encountered in the
exploration, development and production of minerals, uncertainties
regarding estimating mineral resources, which estimates may require
revision (either up or down) based on actual production experience;
risks relating to fluctuating metals prices and the ability to
operate the Company's projects at a profit in the event of
declining metals prices and the need to reassess feasibility of a
particular project that estimated resources will be recovered or
that they will be recovered at the rates estimated; risks related
to title to the Company's properties, the ability of the Company to
access necessary resources, access to suitable infrastructure, such
as roads, energy and water supplies in the vicinity of the
Company's properties; and risks related to the stage of the
Company's development, risks regarding the ability of the
Company and its management to manage growth; and potential
conflicts of interest.
In addition to the above summary, additional risks and
uncertainties are described in the "Risks" section of the Company's
management discussion and analysis for the year ended December 31, 2019 prepared as of April 27, 2020 available under the Company's
issuer profile on www.sedar.com.
Forward-looking statements contained herein are made as of
the date of this news release and the Company disclaims any
obligation to update any forward-looking statements, whether as a
result of new information, future events or results, except as may
be required by applicable securities laws. 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,
readers should not place undue reliance on forward-looking
information.
There is no certainty that all or any part of the mineral
resource will be converted into mineral reserve. It is uncertain if
further exploration will allow improving the classification of the
Indicated or Inferred mineral resource. Mineral resources are
not mineral reserves and do not have demonstrated economic
viability.
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content:http://www.prnewswire.com/news-releases/kore-mining-accelerates-exploration-with-closing-of-the-first-tranche-of-the-7-5-million-strategic-investment-with-eric-sprott-301097928.html
SOURCE Kore Mining