Kombat Copper Inc. (TSX-V: KBT) (“Kombat Copper” or the “Company”) announces that it has entered into a subscription agreement with Rodinia Lithium Inc. (“Rodinia”) for Rodinia to subscribe for, on a non-brokered private placement basis, 3,250,000 subscription receipts (“Subscription Receipts”) at a price of $0.08 per Subscription Receipt for gross proceeds of $260,000 (the “Offering”).
Each Subscription Receipt will entitle the holder to acquire one common share of Kombat Copper (a “Share”) and one common share purchase warrant (a “Warrant”) automatically without any additional payment upon the completion of the following conditions:
- The common shareholders of Rodinia approving Rodinia’s proposed change of business to a tier 2 investment company under the rules of the TSX Venture Exchange (“Proposed COB”) at a meeting of the common shareholders of Rodinia to be called to approve the Proposed COB (the “Rodinia Shareholders’ Meeting”); and
- The TSX Venture Exchange granting Rodina final approval of the Proposed COB.
Each Warrant will entitle Rodinia to acquire one Share (a “Warrant Share”) at a price of $0.13 per Warrant Share at any time for before the date that is three years from the date of issue, subject to an acceleration provision whereby in the event that at any time 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, the Company shall 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 the acceleration right.
The gross proceeds from the Offering will be held in escrow pending satisfaction or waiver of the conditions precedent. If the conversion of the Subscription Receipts does not occur on or before 10 business days after the Rodinia Shareholders’ Meeting is held, Rodinia will be entitled to a return of its full subscription price.
The Subscription Receipts and the underlying securities will all be subject to a four month statutory hold period.
Closing of the Offering is expected to occur on or about June 30, 2016 and remains subject to a number of conditions, including without limitation, receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. The proceeds from the Offering will be used for general working capital purposes.
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