/NOT FOR DISSEMINATION IN THE
UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES/
VANCOUVER, Oct. 18, 2013 /CNW/ - Kombat Copper Inc. (TSX-V:
KBT) ("Kombat" or the "Company") announces that, further to its
press releases dated July 29, 2013
and October 3, 2013, it has completed
the first tranche of its private placement financing of
subscription receipts (the "Offering"). The first tranche
closing consisted of 29,037,000 subscription receipts (the
"Subscription Receipts") at a purchase price of $0.10 per Subscription Receipt for gross proceeds
of $2,903,700. The proceeds have been
placed in escrow pending satisfaction of certain conditions (the
"Escrow Release Conditions"), as set out below. At such time,
each Subscription Receipt will be automatically exercisable into
one unit (a "Unit").
Each Unit will be comprised of one common share
(a "Share") and one warrant (a "Warrant"). Each Warrant will
entitle the holder thereof to purchase one additional Share (a
"Warrant Share") at a price of $0.20
per Warrant Share for a period of three years from the date of
closing of the Offering. The Warrants if at any time after four
months and one day from the closing date, the Shares trade at
$0.30 per share or higher on the
Exchange (on a volume weighted adjusted basis) for a period of 30
consecutive days, the Company will have the right to accelerate the
expiry date of the Warrants to the date that is 30 days after the
Company issues a news release announcing that it has elected to
exercise this acceleration right.
The proceeds from the Offering will be used to
fund site exploration on the Company's mining licenses in the Otavi
Mountainlands, Namibia and for
general corporate purposes. All securities issued will be subject
to a hold period of four months and one day.
The Escrow Release Conditions include: (i)
shareholder approval of each of the director nominees to be set out
in the management information circular of the Company dated
October 3, 2013, being Scott Kelly, Mike
Hoffman, Charles Mostert,
Bill Nielsen and Duane Parnham, (ii) shareholder approval of the
creation of a new control person in connection with the exercise of
the Subscription Receipts, and (iii) receipt of confirmation from
the Exchange of its final acceptance of the Offering.
If the Escrow Release Conditions are not met at
the Meeting, the Subscription Receipts will be cancelled and the
Escrowed Proceeds will be returned by the escrow agent to the
subscribers of the Offering by November 7,
2013.
In connection with the Offering, subject to
regulatory approval, and upon satisfaction of the Escrow Release
Conditions, the Company will pay a cash commission of up to
$88,577.20 and will issue an
aggregate of 500,000 Common Shares and 223,300 warrants (the
"Finder's Warrants") to eligible finders. The Finder's
Warrants will have the same terms as the Warrants.
About Kombat Copper Inc.
Kombat is a publicly traded Canadian exploration
and development company with its core operations focused on copper
resources in Namibia, one of the
world's most prospective copper regions, where it has substantial
assets in place with significant exploration upside.
The Company holds an 80% interest in five mining
licenses in the Otavi Mountainlands, an area of Namibia particularly known for its high-grade
copper deposits. Within these licenses are three past-producing
mines including the Company's flagship property: the past-producing
Kombat Mine. The Kombat Mine's extensive infrastructure includes an
800m exploration shaft which was opened in 2006, three
recently-operational shafts, ramp systems, extensive underground
workings, mine buildings, a tailings facility, a mill and
concentrator (replacement value est +$100MM) all supported by the
Company's local town-site. The Kombat mine originally opened in
1962 and historically produced ~8.7 million tonnes of ore grading
3.1% Cu and is linked to vital existing infrastructure, including
power, water, roads, and rail with close proximity to the port of
Walvis Bay and to one of only five commercial-grade smelters in
Africa located in Tsumeb.
In addition to mining licenses, the Company
holds an 80% interest in five Exclusive Prospecting Licenses
("EPL's") covering an area of more than 2200 km2. The EPL's are
located also within the copper-rich Otavi Mountainlands and are in
close proximity to Tsumeb.
Cautionary Notes
Neither 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.
This news release may contain forward-looking
statements. These statements include statements regarding the
proposed use of proceeds and release of proceeds from escrow. These
statements are based on current expectations and assumptions that
are subject to risks and uncertainties. Actual results could differ
materially because of factors discussed in the management
discussion and analysis section of our interim and most recent
annual financial statements or other reports and filings with the
TSX Venture Exchange and applicable Canadian securities
regulations. We do not assume any obligation to update any
forward-looking statements, except as required by applicable
laws.
This news release does not constitute an
offer to sell or a solicitation of an offer to buy any of the
securities in the United
States. The securities have not been and will not be
registered under the United States Securities Act of 1933, as
amended (the "1933 Act"), or any state securities laws and may not
be offered or sold within the United
States or to, or for the account or benefit of U.S. persons
(as defined in Regulation S under the 1933 Act) absent such
registration or an applicable exemption from such registration
requirements.
SOURCE Kombat Copper Inc.