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$9.8 million investment by Centerra Gold in Kenorland completed

May 29, 2024


Kenorland Minerals Ltd. has completed its previously announced non-brokered C$9.86 million private placement of 8,315,871 common shares that will qualify as "flow-through shares" (within the meaning of subsection 66(15) of the Income Tax Act (Canada)) and be sold on a charitable flow-through basis. 

Centerra Gold Inc. ("Centerra") has acquired approximately 9.9% of the issued and outstanding common shares of the Company ("Shares") as an end purchaser of Shares following the charitable flow through donations in the Offering. The Company and Centerra have also entered into an investor rights agreement dated May 28, 2024 (the "IRA"), whereby, subject to certain conditions, including time and ownership thresholds, Centerra will have certain rights, including the right to participate in future equity issuances to maintain its ownership in the Company. A copy of the IRA is available under the Company's SEDAR+ profile on www.sedarplus.ca.

Pursuant to the Offering the Company issued (i) 6,216,931 FT Shares (the "National FT Shares") at a price of $1.12 per National FT Share, issued as traditional "flow-through shares," (ii) 1,404,495 FT Shares (the "QC FT Shares") at a price of $1.424 per QC FT Share, issued to Quebec resident subscribers with the additional enhancements provided for under section 726.4.10 and section 726.4.17.2 of the Quebec Taxation Act, and (iii) 694,445 FT Shares (the "MB FT Shares") at a price of $1.296 per MB FT Share, issued to Manitoba resident subscribers and qualify for the Manitoba Mineral Exploration Tax Credit, all for total aggregate proceeds of C$9,862,964 at an average price of C$1.186 per FT Share.

Sumitomo Metal Mining Canada Ltd. ("Sumitomo") also participated as an end purchaser of Shares following the charitable flow through donations in the Offering, maintaining its 10.1% interest in the Company.

The proceeds from the Offering will be used to advance exploration at Kenorland's Canadian projects in Quebec, Ontario, Manitoba, British Columbia and Saskatchewan. This work will be eligible as "Canadian Exploration Expenses" that qualify as "flow-through mining expenditures" as both terms are defined in the Income Tax Act (Canada), and in the case of the proceeds from the sale of the QC FT Shares, as defined in the Taxation Act (Quebec), and in the case of the proceeds from the sale of the MB FT Shares as defined in the Income Tax Act (Manitoba).



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