NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE
SERVICES OR FOR RELEASE PUBLICATION, DISTRIBUTION OR DISSEMINATION
DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES.
Kobo Resources Inc. (“Kobo” or the “Company”)
(TSX.V: KRI) is pleased to announce that it has closed its
first tranche of previously announced non-brokered private
placement of units (the “Units”) for gross proceeds of
$1,485,331.50 (the “Offering”). Under the first tranche of
the Offering, 4,243,804 Units were issued at a price of $0.35 per
Unit.
In addition, the Company also announces closing of a brokered
private placement (the “Concurrent Financing” and together
with the Offering, the “Private Placements”) of 8,378,700
additional Units of the Company (the “Additional Units” and
together with the Units, the “Offered Units”) at a price of
$0.35 per Additional Unit for additional gross proceeds of
$2,932,545, pursuant to the listed issuer financing exemption
available under Part 5A of National Instrument 45-106 – Prospectus
Exemptions (or, in Québec, Regulation 45-106 respecting Prospectus
Exemptions) (“NI 45-106”).
As previously announced, Luso Global Mining, S.A (“LGM”),
a wholly owned subsidiary of Mota-Engil SGPS, S.A.
(“Mota-Engil”), has participated in the first tranche of the
Offering as a lead investor. LGM has subscribed for 2,857,143 Units
representing gross proceeds of $1 million. LGM will subscribe for
additional Units as part of the second tranche of the Offering.
Upon closing of the second tranche of the Offering, LGM is expected
to hold common shares of the Company (the “Common Shares”)
representing 9.99% of the issued and outstanding Commons
Shares.
The Company expects to close the second tranche of the Offering
on or about July 2, 2024.
Each Offered Unit consists of one Common Share and one-half of
one common share purchase warrant (each whole common share purchase
warrant, a “Warrant”). Each Warrant entitles its holder to
acquire one Common Share at a price of $0.55 per share until June
4, 2026.
The Company intends to use the net proceeds of the Offering and
the Concurrent Financing to expand its 2024 diamond drill program
on its Kossou exploration permit, initiate a soil geochemical
survey and a geological exploration program on the Kotobi research
permit and for general corporate and working capital purposes.
Leede Jones Gables Inc. acted as agent in connection with the
Concurrent Financing and received a cash commission equal to
$227,952.90 and 644,960 non-transferable compensation options of
the Company (the “Compensation Options”), exercisable until
June 4, 2026, to acquire Common Shares at an exercise price of
$0.35 per share.
There is an amended and restated offering document related to
the Concurrent Financing that can be accessed under the Company’s
profile at www.sedarplus.ca and at www.koboresources.com.
The Units were issued pursuant to the “accredited investor” or
another exemption (other than the listed issuer financing
exemption) from the prospectus requirements in accordance with NI
45-106. The securities issued under the first tranche of the
Offering and the shares underlying the Compensation Options are
subject to a statutory hold period until October 5, 2024 in
accordance with applicable Canadian securities laws and the
securities issued under the Concurrent Financing are not be subject
to a hold period in accordance with applicable Canadian securities
laws.
Patrick Gagnon, a director of the Company, subscribed, directly
and indirectly via his company Corporation Gagnon Capital Ltée, to
an aggregate of 192,200 Offered Units under the Private Placements.
The participation of Mr. Gagnon in the Private Placements
constitutes a “related party transaction” as defined under
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions (“MI 61-101”) which has been
adopted by the TSX Venture Exchange pursuant to its Policy 5.9 -
Protection of Minority Security Holders in Special Transactions.
The Private Placements are exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101 as neither
the fair market value of securities being issued to the related
parties nor the consideration being paid by related parties exceeds
25% of the Company’s market capitalization. The Company did not
file a material change report 21 days prior to the closing of the
Private Placements as the details of the participation of Mr.
Gagnon had not been confirmed at that time.
The Offered Units and underlying Common Shares and Warrants have
not been registered under the United States Securities Act of 1933,
as amended (the “U.S. Securities Act”), or any U.S. state
securities laws, and may not be offered or sold to, or for the
account or benefit of, persons in the “United States” or “U.S.
persons” (as such terms are defined in Regulation S under the U.S.
Securities Act) absent registration under the U.S. Securities Act
and all applicable U.S. state securities laws or compliance with an
exemption from such registration requirements. This press release
is not an offer to sell or the solicitation of an offer to buy the
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to qualification or registration under
the securities laws of such jurisdiction.
About Kobo Resources Inc.
Kobo Resources is a growth-focused gold exploration company with
a compelling new gold discovery in Cote d’Ivoire, one of West
Africa’s most prolific and developing gold districts, hosting
several multi-million-ounce gold mines. The Company’s 100%-owned
Kossou Gold Project is located approximately 20 km northwest of the
capital city of Yamoussoukro and is directly adjacent to one of the
region’s largest gold mines with established processing
facilities.
The Company is drilling to unlock the potential size and scale
of Kossou within 9+ km strike length of highly prospective gold in
soil geochemical anomalies with excellent rock and trench sampling
results. The Company completed ~6,000 m of RC drilling and ~5,400 m
of trenching in 2023 and is planning on additional drilling and
trenching in 2024. Significant gold mineralisation has been
identified at three main targets within a 300 m wide, 2+ km long,
pervasively altered structural corridor defining a potentially
large mesothermal gold system.
Kobo’s common shares trade on the TSX Venture Exchange under the
symbol "KRI”. For more information, please visit
www.koboresources.com.
NEITHER THE TSXV NOR ITS REGULATION SERVICES PROVIDER (AS THAT
TERM IS DEFINED IN THE POLICIES OF THE TSXV) ACCEPTS RESPONSIBILITY
FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
Cautionary Statement on Forward-looking Information:
This news release contains “forward-looking information” and
“forward-looking statements” (collectively, “forward-looking
statements”) within the meaning of the applicable Canadian
securities legislation. All statements, other than statements of
historical fact, are forward-looking statements and are based on
expectations, estimates and projections as at the date of this news
release. Any statement that involves discussions with respect to
predictions, expectations, beliefs, plans, projections, objectives,
assumptions, future events or performance (often but not always
using phrases such as “expects”, “anticipates”, “plans”,
“estimates”, “believes” or “intends” or variations of such words
and phrases or stating that certain actions, events or results
“may” or “could”, “would”, “might” or “will” be taken to occur or
be achieved) are not statements of historical fact and may be
forward-looking statements. In this news release, forward-looking
statements include, but are not limited to, statements regarding
the completion of the second tranche of the Offering, on the terms
described herein or at all; the anticipated closing date for the
second tranche of the Offering; the proposed use of proceeds; the
completion of the Company’s business objectives, and the timing,
costs, and benefits thereof; development and exploration costs; the
Company’s ability to complete or not its diamond drill program on
the Kossou Gold Project and the Company’s ability to conduct the
proposed exploration program on its Kotobi exploration permit,
located in Côte d’Ivoire.
Forward-looking statements are necessarily based upon a number
of estimates and assumptions that, while considered reasonable, are
subject to known and unknown risks, uncertainties, and other
factors which may cause the actual results and future events to
differ materially from those expressed or implied by such
forward-looking statements. Such factors include, but are not
limited to: general business, economic, competitive, political and
social uncertainties; and the delay or failure to receive requisite
approvals. There can be no assurance that such statements 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 the
forward-looking statements and information contained in this news
release. Except as required by law, the Company assumes no
obligation to update the forward-looking statements.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240604436251/en/
For further information, please contact: Edward Gosselin Chief
Executive Officer and Director 1-418-609-3587 ir@kobores.com
Kobo Resources (TSXV:KRI)
Historical Stock Chart
From Dec 2024 to Jan 2025
Kobo Resources (TSXV:KRI)
Historical Stock Chart
From Jan 2024 to Jan 2025