/NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES/
VANCOUVER , July 29, 2013 /CNW/ - Kombat Copper Inc. (the "Company") (KBT.V) has launched a private placement financing (the "Offering") of up to 30,000,000 units (each, a "Unit"), each Unit being comprised of one common share (a "Common Share") and one common share purchase warrant (a "Warrant") at a purchase price of $0.10 per Unit for gross proceeds up to $3,000,000 . Each Warrant shall entitle the holder thereof to acquire one Common Share at an exercise price of $0.20 per common share at any time before the date that is three years from the date of issue, subject to an acceleration provision whereby if at any time after four months and one day from the closing of the Offering, the Common Shares trade at $0.30 per share or higher on the TSX Venture Exchange (on a volume weighted adjusted basis) for a period of 30 days, the Company will have the right to accelerate the expiry date of the Warrants to the date that is 30 days after the Company issues a news release announcing that it has elected to exercise this acceleration right.
The proceeds from the Offering will be used to fund site exploration on the Company's mining and prospecting licenses in the Otavi Mountainlands, Namibia and for general corporate purposes.
Forbes & Manhattan, Inc. ("Forbes") has committed to assisting in raising gross proceeds for the Company of up to $2,000,000 . Upon successful completion of this portion of the Offering, and subject to other conditions as set forth in an investment agreement between the Company and Forbes, Forbes shall have the right to nominate two individuals for appointment to the Company's Board of Directors, expected to be Mr. Bill Nielsen and Mr. Mike Hoffman .
Mr. Nielsen is an accredited geologist with over 35 years of worldwide mineral exploration and development experience. Most recently, he has been working as a senior industry consultant to mining exploration companies working with a variety of commodities in various countries and geological environments. From 2003 to 2008, Mr. Nielsen was the V.P. Exploration of Nevsun Resources Ltd., where he played a significant role in the discovery of the Bisha gold-VMS deposit in Eritrea . He has worked with the Forbes and Manhattan group since early 2010.
Mr. Hoffman is a professional mining engineer with over 25 years of experience in mine operations, projects, engineering and corporate development. He recently served in senior executive positions at Crocodile Gold Corp., Goldcorp Inc., Desert Sun Mining Corp. and Yamana Gold Inc. He also serves on the Board of Directors of Aberdeen International Inc. and Coastal Gold Inc.
All securities issued will be subject to a hold period of four months and one day. The Offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals.
Upon the closing of the Offering, Kombat may pay fees to eligible finders in accordance with the policies of the TSX Venture Exchange in cash, warrants or any combination thereof.
About Kombat Copper Inc.
Kombat Copper (KBT.V) 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 exploration upside.
The Company holds 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 past-producing Kombat Mine. The Kombat mine's extensive infrastructure includes an 800m exploration shaft which was opened in 2006, three recently-operational shafts, ramp systems, extensive underground workings, mine buildings, a tailings facility, a mill and concentrator (replacement value est +$100MM) all supported by the Company's local townsite. The Kombat mine originally opened in 1962 and historically produced ~8.7 million tonnes of ore grading 3.1% Cu and is linked to vital existing infrastructure, including power, water, roads, and rail with close proximity to the port of Walvis Bay and to one of only five commercial-grade smelters in Africa located in Tsumeb, located 100 road kilometers away from Kombat.
In addition to mining licenses, the Company holds an 80% interest in five Exclusive Prospecting Licenses ("EPL's") covering an area of more than 2200 km2. The EPL's are located also within the copper-rich Otavi Mountainlands and are in close proximity to Tsumeb.
Neither 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.
This news release may contain forward-looking statements. These statements include statements regarding the proposed use of proceeds. 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.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons (as defined in Regulation S under the 1933 Act) absent such registration or an applicable exemption from such registration requirements.
SOURCE: Kombat Copper Inc.
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