Vancouver, B.C., December 7, 2020 - Kainantu Resources Ltd. (“KRL”) has acquired all of the issued and outstanding shares of Kainantu Resources Limited (“Kainantu”) in exchange for the issuance of an aggregate of 20,000,000 common shares of KRL (the “Transaction”).
In connection with the Transaction, Snowfields Wealth Management Limited (“Snowfields”), of Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands, a private company controlled by Geoff Lawrence, a director of KRL, has acquired 12,105,540 common shares of KRL, representing 26.86% of the outstanding common shares of KRL. Of such shares, 8,117,269 common shares were issued to Snowfields in exchange for an equal number of common shares of Kainantu that it held, 1,524,405 common shares were purchased from three directors of KRL at a price of $0.07 per share, and 2,463,866 units (each a “Unit”) of KRL were purchased pursuant to a private placement. Each Unit is comprised of one common share and and one half of a share purchase warrant (each whole warrant, a “Warrant”). Each Warrant is exercisable into one additional common share of KRL at a price of C$0.40 per share up until the close of business on December 3, 2023. Assuming Mr. Lawrence exercised all of the Warrants, Mr. Lawrence would own 13,337,473 common shares of KRL, representing 28.80% of the total outstanding common shares.
In addition, in connection with the Transaction, Tanuki Holdings Limited (“Tanuki”), of Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands, a private company controlled by Nathan Daly, has acquired 4,912,533 common shares of KRL, representing 10.90% of the outstanding common shares of KRL. Of such shares, 3,475,849 common shares were issued to Tanuki in exchange for an equal number of common shares of Kainantu that it held, and 1,436,684 Units of KRL were purchased pursuant to a private placement. Assuming Mr. Daly exercised all of the Warrants, Mr. Daly would own 5,630,875 common shares of KRL, representing 12.30% of the total outstanding common shares.
Also, in connection with the Transaction, Season Cove Limited (“Season Cove”), of Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands, a private company controlled by Ian Deay, has acquired 5,367,241 common shares of KRL, representing 11.91% of the outstanding common shares of KRL. Of such shares, 3,620,689 common shares were issued to Season Cove in exchange for an equal number of common shares of Kainantu that it held, and 1,746,552 Units of KRL were purchased pursuant to a private placement. Assuming Mr. Deay exercised all of the Warrants, Mr. Deay would own 6,240,517 common shares of KRL, representing 13.58% of the total outstanding common shares.
A copy of the filing statement dated October 29, 2020 of KRL describing the Transaction can be obtained on the SEDAR profile of KRL at www.sedar.com.
The shares of KRL have been acquired for investment purposes and the holders may, depending on market and other conditions, increase or decrease their beneficial ownership, control, or direction over securities of KRL through market transactions, private agreements or otherwise.
This press release is being issued pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which requires an early warning report to be filed under KRL’s profile on SEDAR (www.sedar.com) containing further information respecting the foregoing matters. A copy of the early warning report to which this press release relates can be obtained on the SEDAR profile of KRL at www.sedar.com.