Komet Resources Inc.: Closing of the First Tranche of a Private Placement

April 29, 2016

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QUEBEC CITY, QUEBEC–(Marketwired – April 29, 2016) – Komet Resources Inc. (TSX VENTURE:KMT) (“Komet” or the “Corporation”) is pleased to announce that it has closed the first tranche of a non-brokered private placement with accredited investors as well as with directors of Komet (the “Insiders”) by issuing 1,820,846 units (the “Units”) at a price of $0.33 per Unit, for total gross proceeds to Komet of $600,879.13. Each Unit consists of one common share (a “Common Share”) and one common share purchase warrant (a “Warrant”). Each Warrant entitles the holder to purchase one additional Common Share of the Corporation at a price of $0.45 for 12 months from the closing date of the private placement (the “Closing Date”).

Securities issued under the private placement will be subject to a four month hold period from the Closing Date.

Komet will use the private placement proceeds to fund the acquisition of important production equipment and exploration work on its properties.

The Insiders’ participation is exempt from the formal valuation and minority shareholder approval requirements provided under Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (“Regulation 61-101”) in accordance with sections 5.5(a) and 5.7(1)(a) of Regulation 61-101. The exemption is based on the fact that neither the fair market value of the private placement, nor the consideration paid by such Insiders exceeds 25% of the market capitalization of the Corporation. The Corporation did not file a material change report at least 21 days prior to the completion of the private placement since the Insiders’ participation was not determined at that moment.

The private placement was carried out pursuant to prospectus exemptions of applicable securities laws and is subject to final acceptance by the TSX Venture Exchange.

As a result of the private placement, 49,226,990 common shares of Komet are issued and outstanding.

The Corporation would also like to announce that a total of 3,607,677 common share purchase warrants of the Corporation (the “April 2014 Warrants”) have been exercised prior to their expiry date of April 28, 2016, for gross proceeds to Komet of $1,100,431. The April 2014 Warrants were issued in connection with the private placement of the Corporation on April 29, 2014 and were exercisable at $0.305 per share. The Corporation would like to thank warrants holders for their continuing confidence in the Corporation.

More information about the corporation is available at: http://kometgold.com.

Forward-Looking Statements

Neither TSX Venture Exchange nor the regulatory service provider (as the term is defined in TSX Venture Exchange’s policies) accepts any liability of any kind as to the authenticity or accuracy of this release. This press release contains statements that may constitute “forward-looking information” or “forward-looking statements” as set out within the context of security law. This forward-looking information is subject to many risks and uncertainties, some of which are beyond Komet Inc.’s (“Komet”) control. The actual results or conclusions may differ considerably from those that have been set out, or intimated, in this forward-looking information. There are many factors which may cause such disparity, especially the instability of metal market prices, the results of fluctuations in foreign currency exchange rates or in interest rates, poorly estimated reserves, environmental risks (stricter regulations), unforeseen geological situations, unfavorable extraction conditions, political risks brought on by mining in developing countries, regulatory and governmental policy changes (laws and policies), failure to obtain the requisite permits and approvals from government bodies, or any other risk relating to mining and development. There is no guarantee that the circumstances anticipated in this forward-looking information will occur, or if they do occur, how they will benefit Komet. The forward-looking information is based on the estimates and opinions of Komet’s management at the time of the publication of the information and Komet does not assume any obligation to make public updates or modifications to any of the forward-looking statements, whether as a result of new information, future events, or any other cause, except if it is required by securities laws.

Outstanding shares: 47,406,144

Category: General