(TheNewswire)
VANCOUVER, BC - TheNewswire – May 25, 2021 - Kenadyr Mining (Holdings) Corp. (TSXV:KEN ) ( OTC:KNDYF ) ( FRA:KM0) (the “Company” or“Kenadyr”) announces that it has finalized the terms of itspreviously announced non-brokered private placement (the "PrivatePlacement") of convertible debentures (the"Debentures") in the principal amount of up to$200,000.
The Debentures will mature twelve (12) months from thedate of issuance and bear interest at a rate of 20% per annum, payableon maturity. Repayment of the Principal Amount on the Debenture,together with interest accrued but unpaid, will be made on or prior tothat date (the “Maturity Date”) which is 12 months following theIssue Date.
The Principal Amount is convertible into Units, inwhole or in part, at any time following the Issue Date but on orbefore the Maturity Date, at a conversion price of $0.05 per Unit (the“Conversion”). Each Unit will consist of one Common Share andone Warrant. Each Warrant entitles the holder to purchase one CommonShare (each, a “Warrant Share”) at a price of $0.05 per WarrantShare for a period of 24 months from the Issue Date. Any accrued andunpaid interest shall be paid, at the Subscriber’s election, in cashor Common Shares, subject to TSX-V approval, at a share price equal tothe closing price of the Common Shares on the TSX-V on the date of theConversion.
Upon and subject to the completion of the consolidationof the Common Shares on the basis of one post-consolidation CommonShare for every ten pre-consolidation Common Shares (see press releaseof April 27, 2021), the Debentures will automatically convert intoUnits on the basis of one Unit for each $0.35 of the Principal Amount. Any accrued and unpaid interest shall, subject to TSX-V approval, bepaid in Common Shares at a share price equal to the closing price ofthe Common Shares on the TSX-V on the date the Common Shares areautomatically converted.
The Private Placement is subject to final approval fromthe TSX Venture Exchange.
Proceeds of the Private Placement will be used forgeneral corporate purposes while the Company completes the transactionas described in its press release dated April 27, 2021.
Finder’s fees may be payable to arm’s lengthparties that have introduced the Company to certain subscribersparticipating in the Offering. All securities issued in the Offeringare subject to a four-month hold period, during which time thesecurities may not be traded. Closing of the Offering is subject tothe approval of the TSX Venture Exchange.
This press release does not constitute an offer of saleof any of the foregoing securities in the United States. None of theforegoing securities have been and will not be registered under theU.S. Securities Act of 1933, as amended (the “1933 Act”) or anyapplicable state securities laws and may not be offered or sold in theUnited States or to, or for the account or benefit of, U.S. persons(as defined in Regulation S under the 1933 Act) or persons in theUnited States absent registration or an applicable exemption from suchregistration requirements. This press release does not constitute anoffer to sell or the solicitation of an offer to buy nor will there beany sale of the foregoing securities in any jurisdiction in which suchoffer, solicitation or sale would be unlawful.
About Kenadyr
Kenadyr is currently listed on the TSXV Exchange andits primary business is mineral exploration in the Kyrgyz Republic,specifically gold exploration in Borubai. Kenadyr holds all issued andoutstanding securities in PIC Ala-Too, a Kyrgyz Republic companyregistered in Bishkek, which is the 100% legal and beneficial holderof an exploration license related to Kenadyr’s BorubaiProject.
This press release does not constitute an offer of saleof any of the foregoing securities in the United States. None of theforegoing securities have been and will not be registered under theU.S. Securities Act of 1933, as amended (the “1933 Act”) or anyapplicable state securities laws and may not be offered or sold in theUnited States or to, or for the account or benefit of, U.S. persons(as defined in Regulation S under the 1933 Act) or persons in theUnited States absent registration or an applicable exemption from suchregistration requirements. This press release does not constitute anoffer to sell or the solicitation of an offer to buy nor will there beany sale of the foregoing securities in any jurisdiction in which suchoffer, solicitation or sale would be unlawful.
ON BEHALF OF KENADYR MINING (HOLDINGS) CORP.
Tim McCutcheon
Chief Executive Officer
For more information, visit www.kenadyr.com or contact TimMcCutcheon, CEO at info@kenadyr.com or +1 (604) 6383311?. ?????????????
Neither the TSX Venture Exchange norits regulation services provider (as that term is defined in thepolicies of the TSX Venture Exchange) accepts responsibility for theadequacy or accuracy of this release.
Cautionary Note RegardingForward-Looking Statements This news release contains forward-lookingstatements and forward-looking information (collectively,“forward-looking statements”) within the meaning of applicableCanadian and U.S. securities legislation, including the United StatesPrivate Securities Litigation Reform Act of 1995. All statements,other than statements of historical fact, included herein including,without limitation, anticipated exploration program results fromexploration activities, the Company’s expectation that it will beable to enter into agreements to acquire interests in additionalmineral properties, the discovery and delineation of mineraldeposits/resources/reserves, the closing and amount of the Placement,and the anticipated business plans and timing of future activities ofthe Company, are forward-looking statements. Although the Companybelieves that such statements are reasonable, it can give no assurancethat such expectations will prove to be correct. Forward-lookingstatements are typically identified by words such as: “believe”,“expect”, “anticipate”, “intend”, “estimate”,“postulate” and similar expressions, or are those, which, by theirnature, refer to future events. The Company cautions investors thatany forward-looking statements by the Company are not guarantees offuture results or performance, and that actual results may differmaterially from those in forward-looking statements as a result ofvarious factors, including, operating and technical difficulties inconnection with mineral exploration and development activities, actualresults of exploration activities, the estimation or realization ofmineral reserves and mineral resources, the timing and amount ofestimated future production, the costs of production, capitalexpenditures, the costs and timing of the development of new deposits,requirements for additional capital, future prices of lithium, changesin general economic conditions, changes in the financial markets andin the demand and market price for commodities, accidents, labourdisputes and other risks of the mining industry, delays in obtaininggovernmental approvals, permits or financing or in the completion ofdevelopment or construction activities, changes in laws, regulationsand policies affecting mining operations, title disputes, theinability of the Company to obtain any necessary permits, consents,approvals or authorizations, including acceptance by the TSX-V,required for the Placement, the timing and possible outcome of anypending litigation, environmental issues and liabilities, and risksrelated to operations, and other risks and uncertainties disclosed inthe Company’s latest interim Management Discussion and Analysis and filed with certain securitiescommissions in Canada. All of the Company’s Canadian publicdisclosure filings may be accessed via www.sedar.com and readers areurged to review these materials, including the technical reports filedwith respect to the Company’s mineral properties. Readers arecautioned not to place undue reliance on forward-looking statements. The Company undertakes no obligation to update any of theforward-looking statements in this news release or incorporated byreference herein, except as otherwise required by law.
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