KORE ANNOUNCES CLOSING OF MACQUARIE STRATEGIC INVESTMENT AND INCREASED PLACEMENT
Vancouver, British Columbia, May 23, 2019 – 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”).
· 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.
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).
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.
Further information on KORE can be found on the Company’s website at www.koremining.com and at www.sedar.com, or by contacting Adrian Rothwell, President and CEO, by email at email@example.com or by telephone at (888) 406 5779.
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 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.
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.