2016-12-13 09:52 ET - News Release
See News Release (C-KER) Kerr Mines Inc (2)
Mr. Chris Hopkins of Kerr reports
KERR MINES ANNOUNCES SALE OF BONTERRA SHARES FOR $2MILLION
Kerr Mines Inc. has agreed to sell eight million common shares in the capital of Bonterra Resources Inc. at a price of 25 cents per Bonterra share for gross proceeds to the company of $2-million. Kerr agreed to sell four million Bonterra shares to each of Braydon Capital Corp., a company controlled and owned by Claudio Ciavarella, who is a director of the company, and Trans Oceanic Minerals Company Ltd. (TOMCL), a company controlled by Fahad Al Tamimi, the company´s chairman of the board of directors. Completion of the transaction remains subject to final acceptance by the Toronto Stock Exchange.
"Proceeds from the sale of our non-core assets will be used to execute our strategy aimed at restarting production at our flagship Copperstone mine," said Chris Hopkins, interim president and chief executive officer of Kerr Mines. "Efforts at dewatering, mine rehabilitation and production restart planning are now under way. We look forward to providing regular updates as key milestones are achieved."
The sale of the Bonterra shares to each of Braydon and TOMCL constitutes a related party transaction as each of Braydon and TOMCL is an insider of the company. However, such related party transaction is exempt from the formal valuation and minority approval requirements of Multilateral Instrument 61-101, Protection of Minority Securityholders in Special Transactions, on the basis of the "fair market value not more than 25 per cent of market capitalization" exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101. In particular, at the time the transaction was agreed to, neither the fair market value of the Bonterra shares to be acquired by each of Braydon and TOCML nor the fair market value of the consideration paid by each of Braydon and TOCML for such Bonterra shares exceeded 25 per cent of the company´s market capitalization.
Kerr is a North American gold exploration and development company based in Toronto, Canada. Kerr´s core focus is to commence operations at the Copperstone mine in Arizona. Existing infrastructure includes a power line and substation and three water wells, all sufficient for the proposed operations at Copperstone. Additional infrastructure on site includes offices, maintenance shops and a laboratory building, a permitted tailings facility, and a processing facility and mill.
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