Kerr Mines Inc.
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nach dem Kerr Mines Bear Lake Gold übernommen hat, das wiederum aus dem Zusammenschluss aus NFX Gold und Maximus zustande kam!
jetzt gab es auch noch einen Reverse Split im Verhältnis 15:1
mal sehen was so passieren wird??
Kerr Mines Inc (2)
Symbol§C : KER
Shares Issued 95,238,723
Close 2014-08-18 C$ 0.345
Recent Sedar Documents
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San Gold, Kerr Mines firm up merger plans
2014-08-19 09:07 ET - News Release
See News Release (C-SGR) San Gold Corp
Mr. Gestur Kristjansson reports
SAN GOLD AND KERR MINES SIGN DEFINITIVE MERGER AGREEMENT
San Gold Corp. and Kerr Mines Inc., further to their joint press release of July 21, 2014, have entered into a definitive agreement to merge their respective businesses pursuant to a plan of arrangement.
"I am very pleased with the deal we have structured. We've fixed a lot of problems over the past few months at Rice Lake. We're looking forward to continuing improvement as well as leveraging the entire team at the Copperstone opportunity and at other projects," said San Gold's president, Gestur Kristjansson.
"Combining the Rice Lake and Copperstone assets is an important step in creating the next North American mid-tier gold producer. Once this transaction has been completed, the combined entity will have a much stronger market presence than either company could achieve on its own," said Kerr Mines' chairman, Stephen McIntyre.
Under the terms of the arrangement agreement between San Gold and Kerr Mines, each Kerr Mines shareholder will be entitled to an exchange ratio of three common shares of San Gold for every one common share of Kerr Mines held by such Kerr Mines shareholder. The boards of directors of both companies have each been provided with separate fairness opinions.
Currently, San Gold and Kerr Mines have approximately 373 million and 95 million shares outstanding, respectively. Closing share prices on Monday, Aug. 18, 2014, were 12.5 cents for San Gold shares and 34.5 cents for Kerr Mines shares.
In addition, each holder of outstanding stock options and common share purchase warrants of Kerr Mines will receive such number of replacement options or warrants of San Gold based upon the exchange ratio. A break fee of $1-million is payable by either San Gold or Kerr Mines in the event that either party proceeds with an alternative transaction during a specified period while the parties pursue completion of the transaction.
The transaction remains subject to certain conditions, including, without limitation: (a) receipt of shareholder approval of the transaction by the shareholders of San Gold and Kerr Mines; and (b) receipt of all necessary consents, waivers, permits, exemptions, orders and approvals, including court approval of the plan of arrangement and the approval of the Toronto Stock Exchange.
We seek Safe Harbor.
© 2014 Canjex Publishing Ltd. All rights reserved.
San Gold Corporation (TSX:SGR)(OTCQX:SGRCF) ("San Gold") and Kerr Mines Inc. (TSX:KER) ("Kerr Mines") are pleased to announce that, further to their joint press release of July 21, 2014, the companies have entered into a definitive agreement (the "Arrangement Agreement") to merge their respective businesses pursuant to a plan of arrangement (the "Transaction").
"I am very pleased with the deal we have structured. We've fixed a lot of problems over the past few months at Rice Lake. We're looking forward to continuing improvement as well as leveraging the entire team at the Copperstone opportunity and at other projects," said San Gold's President, Gestur Kristjansson.
"Combining the Rice Lake and Copperstone assets is an important step in creating the next North American mid-tier gold producer. Once this transaction has been completed, the combined entity will have a much stronger market presence than either company could achieve on its own," said Kerr Mines' Chairman, Stephen McIntyre.
Under the terms of the Arrangement Agreement between San Gold and Kerr Mines, each Kerr Mines shareholder will be entitled to an exchange ratio (the "Exchange Ratio") of three (3) common shares of San Gold (each, a "San Gold Share") for every one (1) common share of Kerr Mines (each, a "Kerr Mines Share") held by such Kerr Mines shareholder. The Board of Directors of both companies have each been provided with separate fairness opinions.
Currently, San Gold and Kerr Mines have approximately 373 million and 95 million shares outstanding, respectively. Closing share prices on Monday, August 18, 2014, were $0.125 for San Gold Shares and $0.345 for Kerr Mines Shares.
In addition, each holder of outstanding stock options and common share purchase warrants of Kerr Mines will receive such number of replacement options or warrants of San Gold based upon the Exchange Ratio. A break fee of $1,000,000 is payable by either San Gold or Kerr Mines in the event that either party proceeds with an alternative transaction during a specified period while the parties pursue completion of the Transaction.
The Transaction remains subject to certain conditions including, without limitation: (a) receipt of shareholder approval of the Transaction by the shareholders of San Gold and Kerr Mines; and (b) receipt of all necessary consents, waivers, permits, exemptions, orders and approvals, including court approval of the plan of arrangement and the approval of the Toronto Stock Exchange (the "TSX").
About San Gold
San Gold is an established Canadian gold producer, explorer, and developer that owns and operates the Rice Lake Mining Complex near Bissett, Manitoba. San Gold is on the Toronto Stock Exchange under the symbol "SGR" and on the OTCQX under the symbol "SGRCF".
For further information on San Gold, please visit www.sangold.ca.
About Kerr Mines
Kerr Mines is a Canadian mineral exploration and development company based in Toronto, Canada. Kerr Mines' focus is the acquisition, exploration and development of prospective mineral properties in North America. With a proven track record of making discoveries and managing mines, Kerr Mines' team seeks assets in low risk jurisdictions to increase its existing resource base, from the exploration drill bit or through strategic acquisitions.
Kerr Mines has established a sizeable footprint of contiguous gold properties near Virginiatown, Ontario on the prolific 200-km long Cadillac-Larder Lake Break that straddles the Ontario-Quebec border. Mining properties along the Break have historically produced over 95 million ounces of gold. Kerr Mines controls a 26-km long section of the Break with properties extending into Quebec. Kerr Mines' Ontario assets include the McGarry and Cheminis gold mines in the Kirkland Lake area as well as a five-year option to purchase the Kerr-Addison property, adjacent to McGarry. The Kerr-Addison Gold Mine was one of Canada's largest gold producers, producing more than 11 million ounces of gold during a 58-year operating life from 1938 to 1996.
Kerr Mines' recently acquired Larder Lake gold project from Bear Lake Gold, located west of the McGarry Mine, is under an option and joint venture agreement with Gold Fields Abitibi Exploration Corporation (a subsidiary of Gold Fields Limited) entitling Gold Fields to acquire up to 60% of the Larder Lake project by spending up to C$40 million over 5 years. Kerr Mines also recently acquired the Copperstone gold mine from American Bonanza in Arizona. The mine is fully permitted with significant mining and processing infrastructure in place.
For further information on Kerr Mines, please visit www.kerrmines.com.
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Kerr Mines Inc (2)
Symbol§C : KER
Shares Issued 95,238,723
Close 2014-08-26 C$ 0.355
Recent Sedar Documents
View Original Document
Kerr Mines arranges $15-million in financings
2014-08-27 11:44 ET - News Release
Mr. Greg Gibson reports
KERR MINES ANNOUNCES $5 MILLION NON-BROKERED PRIVATE PLACEMENT AND A $10 MILLION BROKERED SUBSCRIPTION RECEIPT FINANCING
Kerr Mines Inc. intends to complete a proposed private placement offering of up to 16,666,667 units of the company at a price of 30 cents per unit for gross proceeds of up to $5-million. Each unit will comprise one common share and one-half of one common share purchase warrant, each warrant entitling the holder thereof to acquire a common share at a price of 39 cents per share for a period of 24 months from the date of issuance.
Kerr is also pleased to announce the terms of a best efforts subscription receipt financing to be completed in connection with the company's proposed business combination with San Gold Corp. Primary Capital Inc., together with a syndicate including Northcrest Capital Ltd., will act as agents in the financing.
Pursuant to the financing, Kerr will issue up to 33,333,333 subscription receipts at a price of 30 cents per subscription receipt to raise gross proceeds of up to $10-million. Each subscription receipt will automatically convert on the satisfaction or waiver of all conditions precedent to the transaction and certain other ancillary conditions into units without any further consideration on the part of the purchaser immediately prior to effecting the transaction. Each unit shall consist of one common share and one-half of one warrant. Each whole warrant will entitle the holder thereof to purchase one common share at a price of 39 cents at any time prior to the date that is 24 months from the satisfaction of the release conditions.
In addition, Kerr has granted the agents an option to sell up to an additional 10 million subscription receipts at a price of 30 cents per subscription receipt for aggregate proceeds of up to $3-million, exercisable at any time up to 48 hours prior to the date of the closing of the financing.
The gross proceeds from the financing will be held in escrow pending delivery by the company and the agents of a joint release notice indicating that release conditions, including the conditions precedent to the transaction, have been satisfied or waived in accordance with the terms of the arrangement agreement between the company and San Gold, whereupon the units of Kerr will be issued to the purchasers, the net proceeds of the financing will be paid to the company and the cash commission (as discussed below) will be paid to the agents.
In the event the release notice is not provided on or before Dec. 31, 2014, the gross proceeds of the financing shall be returned to the purchasers, pro rata (together with all accrued and actual interest earned thereon), and the subscription receipts shall be automatically cancelled.
The agents will be paid a cash commission by the company equal to 6 per cent of the gross proceeds of the financing.
Proceeds of the offering and the financing will be used for general working capital purposes. The closing of the offering is anticipated to take place on or about Sept. 12, 2014, and the closing of the financing is anticipated to take place in one or more tranches, with the first tranche expected to occur on or about Sept. 18, 2014 (or such other date as the company and the agents may agree). Such closings are subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange.
We seek Safe Harbor.