KAIROS ANNOUNCES PRIVATE PLACEMENT, GYPSY SWAP, APPOINTMENT OF DIRECTOR, STOCK OPTION GRANT AND ADDITIONAL CLAIMS ACQUISITIONS
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TSX Venture Exchange: “KRS” Private Placement and Gypsy Swap
FOR IMMEDIATE RELEASE
CALGARY, ALBERTA February 16, 2017 – Kairos Capital Corporation (“Kairos” or the “Corporation”) is pleased to announce that it intends to complete a non-brokered private placement (the “Private Placement“) of up to 10,000,000 common shares (“Common Shares”) of Kairos at a price of $0.20 per Common Share for gross proceeds to the Corporation of up to $2,000,000. The Corporation will use the proceeds from the Private Placement for general working capital and to fund continued development and exploration activities on its Lithium properties in Chile. The Common Shares issued pursuant to the Private Placement will be subject to a four month hold period from the date of closing.
As part of the Private Placement an officer of the Corporation (the “Insider“) has arranged for the sale of up to 4,000,000 Common Shares of the Insider’s personal holdings at a price in context with the market through the facilities of the TSX Venture Exchange Inc. (the “TSXV”) (the “Swap“). The Insider intends to use 100% of the proceeds from the Swap to participate in the Private Placement. The Private Placement and the Swap remains subject to the approval of the TSXV.
Kairos may engage agents in connection with the Private Placement and in connection therewith will pay a cash commission equal to 7% of the proceeds of the Private Placement, excluding the Insider’s subscription. Agents will also receive warrants equal to 5% of the number of Common Shares issued under the Private Placement, excluding the Insider’s subscription. Each warrant will entitle the holder to acquire a Common Share for a price of $0.25 for a period of one year. Commission payments and the issuance of warrants remain subject to TSXV approval.
Appointment of New Director
Kairos is pleased to announce the appointment, subject to approval by the TSXV, of Mr. Ken Booth as a director of the Corporation. Mr. Booth is a corporate executive and advisor with over 30 years of experience in the mining industry. Mr. Booth is a Director and the Chief Executive Officer of Gitennes Exploration Inc. (“Gitennes”) since February of 2012. Previously, Mr. Booth has served as Chief Executive Officer of Redstar Gold Corporation, Invenio Resources Corp., Aurcana Corporation and Santoy Resources. In addition to his role as officer and director of Gitennes he works with Highwood Advisory Services Inc. providing financial consulting in relation to equity financings, mergers and acquisitions and public company management. Mr. Booth has an extensive corporate finance background having served as a Vice President of Investment Banking at both RBC Dominion Securities Inc. and Nesbit Burns Inc. Mr. Booth obtained his bachelor of science with a major in geology from Carleton University in 1983 and an M.B.A. from St. Mary’s University in 1988. Mr. Booth has completed the Canadian Securities Course (1987) and the Partners, Directors and Senior Officers Course (1995) both with the Canadian Securities Institute.
Grant of Stock Options
Kairos also announces that it intends to grant 4,000,000 stock options to purchase Common Shares of the Corporation at a price of $0.25 per share to key employees, consultants, directors and officers. The stock options will have a 5 year term and will vest over a 3 year period. The grant remains subject to TSXV approval.
Additional Claim Acquisitions
Kairos is also pleased to be able to confirm that it has secured claims on two additional salars within Chile which management believes are highly prospective for lithium brine accumulations.
The first claim block involves 5,600 ha directly within the Salar de Atacama approximately 15 Kilometers northeast of the current lithium brine production areas.
The second claim block involves 2,000 ha covering the Laguna Helada complex which is located within the Andean lithium enriched salar trend which also includes the Salar de Maricunga in Chile and the Salars Olaroz, Cauchari and Hombre Muerto in Argentina.
Kairos intends to immediately commence initial sampling work to confirm historical data that is currently in Kairos’ possession which indicate the presence of significant concentrations of lithium in the brines known to exist on these two new properties.
Kairos holds a significant Lithium property portfolio which now consists of approximately 34,200 hectares over 7 salars, all located entirely within Chile (the “Lithium Claims”). Preliminary sampling and assaying results from shallow depth over the first 3 of the salars have been received and confirm management’s belief that the Lithium Claims are highly prospective for economic lithium brine accumulations.
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 press release.
Forward Looking Statements
This news release may contain certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively “forward-looking statements“). Generally, forward-looking information can be identified by the use of forward-looking terminology such as “expects”, “believes”, “aims to”, “plans to” or “intends to” or variations of such words and phrases or statements that certain actions, events or results “will” occur. In particular, this news release contains forward-looking statements relating to, among other things: management of the Corporation’s views regarding its existing properties and the Lithium Claims and the ability of the Corporation to explore its existing properties and the Lithium Claims and statements pertaining to the Private Placement and the Swap, including the Corporation’s ability to obtain necessary approvals from the TSXV.
Various material factors and assumptions are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements. Those material factors and assumptions are based on information currently available to the Corporation, including information obtained from third party industry analysts and other third party sources. In some instances, material assumptions and material factors are presented elsewhere in this news release in connection with the forward-looking statements. You are cautioned that the following list of material factors and assumptions is not exhaustive. Specific material factors and assumptions include, but are not limited to: the general stability of the economic and political environment in which the Corporation operates; the timely receipt of required regulatory approvals; the ability of the Corporation to obtain future financing on acceptable terms; currency, exchange and interest rates; operating costs; and the success the Corporation will have in exploring its prospects and the results from such prospects. Accordingly, readers should not place undue reliance on forward-looking statements. The Corporation does not undertake to update any forward-looking statements herein, except as required by applicable securities laws. All forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
For further information contact
Al Kroontje, President
Kairos Capital Corporation
#900, 903 – 8th Street SW
Calgary, Alberta T2P 0P7
(403) 607-4009; or via e mail: firstname.lastname@example.org
Robert Gillies, CFO
(403) 829-8639 or via e mail: email@example.com