Kombat Copper Announces Conversion of Subscription Receipts and AGM
TORONTO, ONTARIO--(Marketwired - Sep 16, 2016) - Kombat Copper Inc. (TSX VENTURE:KBT) ("Kombat Copper" or the "Company") is pleased to announce that in connection with its previously announced private placement (the "Offering"), the 3,250,000 subscription receipts issued to Routemaster Capital Inc. (formerly Rodinia Lithium Inc.) ("Routemaster") have been converted into 3,250,000 common shares in the capital of the Company (the "Shares") and 3,250,000 common share purchase warrants (the "Warrants").
Each Warrant entitles Routemaster to acquire one Share (a "Warrant Share") at a price of $0.13 per Warrant Share at any time on or before September 16, 2019, subject to an acceleration provision. If after the expiry of the statutory hold period, the Shares trade at $0.30 or higher on the TSX Venture Exchange, on a volume weighted average basis for a period of 30 consecutive days, Kombat Copper shall have the right to accelerate the expiry date of the Warrants to the date that is 30 days after Kombat Copper issues a news release announcing that it has elected to exercise the acceleration right.
The gross proceeds of the Offering in the amount of $260,000 have been released from escrow to the Company. The Company intends to use the net proceeds from the Offering for general corporate purposes.
The Offering is subject to final approval of the TSX Venture Exchange. All securities issued pursuant to the Offering will be subject to a four month and one day hold period expiring on January 17, 2017.
Annual and Special Meeting of Common Shareholders
The Company has called its annual and special meeting of common shareholders (the "Meeting") for Thursday, October 13, 2016 at 10:00 a.m. (Toronto time). The Meeting will be held at the Company's head office at 65 Queen Street West, 8th floor boardroom, Toronto, Ontario M5H 2M5. Among other matters which may duly come before shareholders, the Company proposes that shareholders consider and approve a share consolidation (the "Consolidation") on the basis of one new common share of the Company (each, a "New Share") for up to every ten existing common shares of the Company (each, an "Existing Share"), or such lower number of Existing Shares as may be determined by the Board of Directors of Kombat Copper and as may be required to obtain approval of the Consolidation from the TSX Venture Exchange.
The principal effects of the Consolidation will be that the number of Shares of the Company issued and outstanding will be reduced from 156,259,547 Existing Shares as of September 16, 2016 to approximately 15,625,954 New Shares, assuming a consolidation ratio of 10 to 1.
The expected benefits of the Consolidation include improved trading liquidity from lower transaction costs, great investor interest as well as reduced future dilution from the ability to raise additional capital at a higher price per Share. Additional benefits of the Consolidation, as well as the procedure for implementing the Consolidation and the full text resolution approving the Consolidation may be found in the Company's management information circular dated September 14, 2016 (the "Circular") that is being mailed to shareholders and may be found under the Company's profile on SEDAR. The Consolidation remains subject to shareholder approval and acceptance by the TSX Venture Exchange.
About Kombat Copper
Kombat Copper is a publicly traded Canadian exploration and development company with its core operations focused on copper resources in Namibia, one of the world's most prospective copper regions, where it has substantial assets in place with significant upside. The Company continues to hold an 80% interest in five mining licenses in the Otavi Mountainlands, an area of Namibia particularly known for its high-grade copper deposits. Within these licenses are three past-producing mines including the Company's flagship property, the Kombat Mine.
Cautionary Notes
This news release may contain forward-looking statements. These statements include statements regarding the use of proceeds of the Offering, the Meeting and the impact of the Consolidation. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially because of factors discussed in the management discussion and analysis section of our interim and most recent annual financial statements or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. We do not assume any obligation to update any forward-looking statements, except as required by applicable laws.
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.
