Karora Resources Inc. (TSX:KRR; OTCQX:KRRGF) ("Karora" or the
“Corporation") is pleased to announce that it has amended the terms
of its previously announced bought deal financing to increase the
size of the offering to C$60,000,000 (the “Upsized Offering”).
Under the terms of the Upsized Offering, Haywood
Securities Inc. (“Haywood”), as co-lead underwriter and sole
bookrunner, and Cormark Securities Inc. (together with Haywood, the
“Co-Lead Underwriters”), as co-lead underwriter, on their own
behalf and on behalf of a syndicate of underwriters (together with
the Co-Lead Underwriters, the “Underwriters”), have agreed to
purchase, on a bought deal basis, 12,500,000 common shares in the
capital of the Corporation (the “Common Shares”) at a price of
C$4.80 per Common Share (the “Issue Price”) for gross proceeds to
the Corporation of C$60,000,000.
In addition, the Corporation has agreed to grant
the Underwriters an option to purchase up to an additional 15% of
the number of Common shares sold under the Upsized Offering at a
price per Common Share equal to the Issue Price, on the same terms
and conditions as the Upsized Offering, exercisable at any time, in
whole or in part, until the date that is 30 days following the
closing of the Upsized Offering.
The Corporation intends to use the net proceeds
received from the Upsized Offering to fund a portion of the cash
consideration due at a closing of the Lakewood Mill acquisition as
further described in the Corporation’s news release dated today
(which transaction is subject to the satisfactory completion by the
Corporation of its due diligence and other applicable closing
conditions), advancement of the Corporation's nickel exploration
and development program at Beta Hunt, and for working capital and
general corporate purposes.
The Common Shares will be offered by way of a
short form prospectus to be filed in all provinces of Canada (other
than Quebec). The Common Shares will also be sold to U.S. buyers on
a private placement basis pursuant to an exemption from the
registration requirements in Rule 144A of the United States
Securities Act of 1933, as amended, and other jurisdictions outside
of Canada provided that no prospectus filing or comparable
obligation arises.
The Upsized Offering is scheduled to close on or
about June 15, 2022 and is subject to certain conditions including,
but not limited to, the receipt of all necessary regulatory and
other approvals including the approval of the Toronto Stock
Exchange and the securities regulatory authorities.
The securities offered in the Upsized Offering
have not been, and will not be, registered under the U.S.
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 in
the United States or to, or for the account or benefit of, United
States persons absent registration or any applicable exemption from
the registration requirements of the U.S. Securities Act and
applicable U.S. state securities laws. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy
securities in the United States, nor there be any sale of these
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful.
About Karora Resources
Karora is focused on increasing gold production
to a targeted range of 185,000-205,000 ounces by 2024 at its
integrated Beta Hunt Gold Mine and Higginsville Gold Operations
(“HGO”) in Western Australia. The Higginsville treatment facility
is a low-cost 1.6 Mtpa processing plant, expanding to a planned 2.5
Mtpa by 2024, which is fed at capacity from Karora's underground
Beta Hunt mine and Higginsville mines. At Beta Hunt, a robust gold
Mineral Resource and Reserve are hosted in multiple gold shears,
with gold intersections along a 4 km strike length remaining open
in multiple directions. HGO has a substantial Mineral gold Resource
and Reserve and prospective land package totaling approximately
1,900 square kilometers. The Corporation also owns the high grade
Spargos Reward project, which came into production in 2021. Karora
has a strong Board and management team focused on delivering
shareholder value and responsible mining, as demonstrated by
Karora’s commitment to reducing emissions across its operations.
Karora's common shares trade on the TSX under the symbol KRR and
also trade on the OTCQX market under the symbol KRRGF.
Cautionary Statement Concerning
Forward-Looking Statements
This news release contains "forward-looking
information" including without limitation statements relating to
the liquidity and capital resources of Karora, production guidance
and the potential of the Beta Hunt Mine, Higginsville Gold
Operation, the Aquarius Project and the Spargos Gold Project, the
commencement of mining at the Spargos Gold Project and the
completion of the Upsized Offering.
Forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of Karora to be
materially different from any future results, performance or
achievements expressed or implied by the forward-looking
statements. Factors that could affect the outcome include, among
others: future prices and the supply of metals; the results of
drilling; inability to raise the money necessary to incur the
expenditures required to retain and advance the properties;
environmental liabilities (known and unknown); general business,
economic, competitive, political and social uncertainties; results
of exploration programs; accidents, labour disputes and other risks
of the mining industry; political instability, terrorism,
insurrection or war; or delays in obtaining governmental approvals,
projected cash operating costs, failure to obtain regulatory or
shareholder approvals. For a more detailed discussion of such risks
and other factors that could cause actual results to differ
materially from those expressed or implied by such forward-looking
statements, refer to Karora 's filings with Canadian securities
regulators, including the most recent Annual Information Form,
available on SEDAR at www.sedar.com.
Although Karora has attempted to identify
important factors that could cause actual actions, events or
results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events or results to differ from those anticipated,
estimated or intended. Forward-looking statements contained herein
are made as of the date of this news release and Karora disclaims
any obligation to update any forward-looking statements, whether as
a result of new information, future events or results or otherwise,
except as required by applicable securities laws.
For more information, please contact:
Rob Buchanan
Director,
Investor
Relations T:
(416)
363-0649 www.karoraresources.com
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