VANCOUVER, BRITISH COLUMBIA–(Marketwired – March 8, 2016) –
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.
Otterburn Resources Corp. (“Otterburn“) (TSX VENTURE:OBN) announces that, further to its news releases of July 28, 2015 and October 28, 2015, Otterburn has made application to the TSX Venture Exchange to approve increasing the size of its private placement to an aggregate of up to C$6,800,000.
Otterburn is undertaking the financing in conjunction with its proposed acquisition of K92 Mining International Limited (“K92”) (the “RTO”). Otterburn is raising private placement funding through the sale of Subscription Receipts, at $0.35 per receipt. Otterburn has and will advance the net subscription proceeds realized from the sale of some of the Subscription Receipts to K92 as loans for financing its operations in Papua New Guinea pending closing of the RTO.
Each Subscription Receipt entitles the holder to automatically receive either:
|(i)||one unit of Otterburn following closing of the RTO (“Units”); each Unit consisting of one common share of Otterburn, and one common share purchase warrant exercisable at C$0.50 for a period of 18 months from the date of issue; or|
|(ii)||should the RTO fail to close by July 1, 2016, then either a return of the subscription proceeds or an interest in the loans made by Otterburn to K92.|
The private placement is in addition to the financing entered into by K92 with CRH Funding II Pte. Ltd., involving a US$4.8 million gold prepayment investment and a C$3.5 million equity investment (the “CRH Financing”) as announced February 4, 2016.
For clarity, the Subscription Receipt financing and the CRH Financing are the only two financings being undertaken in conjunction with the RTO.
ON BEHALF OF THE BOARD
Brian Lueck, President & CEO
Completion of the Company’s acquisition of K92 is subject to a number of conditions, including but not limited to, Exchange acceptance and disinterested shareholder approval. The transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Filing Statement or Management Information Circular to be prepared in connection with the transaction, any information released or received with respect to the reverse take-over may not be accurate or complete and should not be relied upon. Trading in the securities of Otterburn Resources Corp. should be considered highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
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 FORWARD-LOOKING INFORMATION: This news release includes certain “forward-looking statements” under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to: the terms and conditions of the proposed financing. Specifically, there is no assurance that Otterburn will be able to complete its acquisition of K92 or raise additional financing, on the terms contemplated, or at all. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Otterburn disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.