Kingman Announces Non-Brokered Private Placement and Shares for Debt
Vancouver, B.C. (January 17, 2023) Kingman Minerals Ltd. (“Kingman” or the “Company”) (TSX.V: KGS, FSE: 47A1, OTCQB: KGSSF) is pleased to announce that it intends to complete a non-brokered private placement of up to $350,000 (the “Offering”) and to settle $456,725 of debt with shares. The Company will use the net proceeds of the Offering for working capital purposes.
Private Placement
Subject to the approval of the TSX Venture Exchange (the “Exchange”), the Company intends to complete the Offering by issuing 3,500,000 units (each, a “Unit”) at a price of $0.10 per Unit. Each Unit will be com- prised of one common share in the capital of the Company and one common share purchase warrant (each, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one additional common share of the Company at an exercise price of $0.12 per common share, for a period of 5 years from the date of closing of the Offering. No finder's fees are payable in connection with the Offering.
Closing of the Offering is subject to all applicable regulatory approvals, including the approval of the Ex- change. All securities are subject to a hold period of four months and one day in accordance with applicable securities laws.
Debt Settlement
The Company intends to settle $456,725 of debt through a shares-for-debt settlement (the “Debt Settle- ment”). The debtors include 2 arms-length parties and two Insiders who have deferred fee payments for the past several years.
The Board of Directors believes it is in the best interest of the Company to settle these debts in order to focus the private placement funds on other Company costs.
Under the terms of the Debt Settlement the Company proposes to issue 4,567,250 common shares at a deemed price of $0.10 per share, the same price of each Unit being sold in the Offering. However, the Debt Settlement shares will not have any warrants attached. All shares issued pursuant to the Debt Settlement will be subject to a hold period of four months and one day in accordance with applicable securities laws.
As with the private placement, the debt settlement is subject to the approval of the Exchange.
About Kingman
Kingman Minerals Ltd. is currently engaged in the business of precious metal mineral exploration for the purpose of acquiring and advancing non grass roots mineral properties located in mining friendly jurisdictions of North America. The Mohave Project (the “Project”) is located in the Music Mountains in Mohave County, Arizona and is comprised of 71 lode claims which are inclusive of the past producing Rosebud Mine (the “Rosebud”). High-grade gold and silver veins were discovered in the area in the 1880’s and were mined mainly in the late 20’s and 30’s. Underground development on the Rosebud property included a 400-foot shaft and approximately 2,500 feet of drifts, raises and crosscuts.
For further information please contact:
Arthur Brown, Chairman and Director
(778) 319-2261
www.kingmanminerals.com
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 release. This news release may contain forward-looking information which is not comprised of historical facts. Forward-looking information involves risks, uncertainties and other factors that could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward-looking information in this news release includes statements regarding, among other things, the completion trans- actions completed in the Agreement. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, regulatory approval processes. Although Kingman believes that the assumptions used in preparing the forward-looking information in this news release are reasonable, including that all necessary regulatory approvals will be obtained in a timely manner, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Kingman disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by applicable securities laws.